Exhibit 10.9

AMENDMENT NO. 1 TO

STOCK PURCHASE AGREEMENT

This AMENDMENT NO.
1 (this Amendment), dated as of February 14, 2014, amends that certain Stock Purchase Agreement, dated as
of January 29, 2014 (the Agreement), by and between Xenetic Biosciences, Inc., a Nevada
corporation (the Company), and Baxter Healthcare SA (the Investor).

WHEREAS, the
Company and the and the Investor  desire to modify the definition of Measurement Period in the Agreement in order
to ensure that the number of Additional shares subject to the Option is properly measured; and

WHEREAS, capitalized terms used but not otherwise defined in this Amendment shall have the
meanings assigned to them in the Agreement;

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto agree as follows:



| | 1. | Definition of Measurement Period.
| | -- | ---------------------------------

The definition of
                                                                                                 “Measurement Period” in Section 4(d) of the Agreement is hereby amended to mean the period from
                                                                                                 (i) the                                                                                                  date on which
                                                                                                 the Company has physically certified all of the shares of the Company’s common stock outstanding on
                                                                                                 the date                                                                                                  of
                                                                                                 the                                                                                                               Agreement
                                                                                                 to                                                                                                  (ii) the
                                                                                                 thirtieth day following the date thereof.



| | 2. | General Provisions.
| | -- | -------------------

(a) Counterparts. This Amendment may be executed in
multiple counterparts (including by means of telecopied signature pages or signature pages in .pdf, .tif or similar format sent as an attachment to an electronic mail message), each of which shall be deemed an original, but
all of which taken together shall constitute one and the same instrument.

(b) Choice of
                                                                               Law. The construction, validity and interpretation of this Amendment will be governed by and construed in accordance
                                                                               with                                                                                the internal laws of the State of New
                                                                               York,                                                                                without
                                                                               giving effect to principles of                                                                                conflicts of
                                                                               laws or choice of law of of the State of New York or any other
                                                                               jurisdiction which would result in the application of the law of any jurisdiction other than the State of New York.

(c) Entire Agreement. The Agreement, as amended by this
Amendment, contains the complete agreement among the parties hereto and supersedes any prior understanding, agreement or representation by or among the parties hereto, written or oral, that may have related to the subject matter hereof in any way.
Other than as specifically amended by the terms hereof, the Agreement remains in full force and effect.

* * * * *



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IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date first
written above.



THE COMPANY:XENETIC BIOSCIENCES, INC.By:

/s/ M. Scott MaguireName:

M. Scott MaguireTitle:

CEOINVESTOR:BAXTER HEALTHCARE SABy:

/s/ Piero NovelloName:

Piero NovelloTitle:

General Manager Renal Polland CSE Russia & CISBy:

/s/
                              Yvo AbeliName:

Yvo AbeliTitle:

Finance Director