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SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
ESHELMAN FREDRIC N
(Last) (First) (Middle)
C/O G1 THERAPEUTICS, INC.
79 T.W. ALEXANDER DRIVE
(Street)
RESEARCH TRIANGLE PARK NC 27709
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
G1 Therapeutics, Inc. [ GTHX ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/13/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/13/2017 P 250,000 A $19.73 250,000 D
Common Stock 3,439,151 I See Footnote(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $15.55 (2) 07/11/2027 Common Stock 20,000 20,000 D
Explanation of Responses:
1. Eshelman Ventures, LLC is the record holder of the securities. Dr. Fredric Eshelman is the founder and principal of Eshelman Ventures, LLC and may be deemed to beneficially own the securities held by Eshelman Ventures, LLC. Dr. Eshelman disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein.
2. The stock option will vest in thirty-six monthly installments at the end of each successive month following July 11, 2017, subject to the Reporting Person's continued service as a director.
/s/ Alexander M. Donaldson, by Power of Attorney 11/15/2017
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
POWER OF ATTORNEY

	Known all by these presents, that the undersigned hereby
constitutes and appoints each of Alexander M. Donaldson and
Donald R. Reynolds, and each of them acting alone, signing
singly, the undersigned's true and lawful attorney-in-fact
to:

(1) execute for and on behalf of the undersigned, in the
undersigned's capacity as a director and 10% or more
stockholder of G1 Therapeutics, Inc. (the "Company"),
Forms 3, 4 and 5 (and any amendment thereto) in accordance
with Section 16(a) of the Securities Exchange Act of 1934,
as amended (the "1934 Act"), and the rules promulgated
thereunder;

(2) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete
and execute any such Forms 3, 4 and 5(and any amendments
thereto) and to file timely such form with the United States
Securities and Exchange Commission and any stock exchange or
similar authority; and

(3) take any other action of any type whatsoever in connection
with the foregoing which in the opinion of such attorneys-in-
fact may be of benefit to, in the best interest of, or
legally required by, the undersigned, it being understood that
the documents executed by such attorneys-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in
such form and shall contain such terms and conditions as such
attorneys-in-fact may approve in such attorneys-in-facts'
discretion.

	The undersigned hereby grants to each such attorneys-in-
fact full power and authority to do and perform any and every
act and thing whatsoever requisite, necessary or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and
confirming all that such attorneys-in-fact, or such attorneys-
in-facts' substitute or substitutes, shall lawfully do or
cause to be done by virtue of this power of attorney and the
rights and powers herein granted.  The undersigned acknowledges
that the foregoing attorneys-in-fact, in serving in such
capacity at the request of the undersigned, are not assuming
nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the 1934 Act.

	This Power of Attorney shall remain in full force and
effect until the undersigned is no longer required to file Forms
3, 4 and 5 with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier
revoked by the undersigned in a signed writing delivered to each
of the foregoing attorneys-in-fact.

	IN WITNESS WHEREOF, the undersigned has caused this Power
of Attorney to be executed as of this 15th day of November, 2017.

/s/ Fredric N. Eshelman
Fredric N. Eshelman

ESHELMAN VENTURES, LLC
By:  Fredric N. Eshelman

/s/ Fredric N. Eshelman
Title:  Manager