Ownership Submission
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FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB APPROVAL
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OMB Number:3235-0287Expires:January 31, 2005Estimated average burden hours per response...0.5
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1. Name and Address of Reporting Person *
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Umstead John W. V
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2. Issuer Name and Ticker or Trading Symbol
G1 Therapeutics, Inc. [GTHX]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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_____ Director
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_____ 10% Owner
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_____ Officer (give title below)
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_____ Other (specify below)
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Chief Financial Officer /
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(Last)
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(First)
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(Middle)
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700 PARK OFFICES DRIVE, SUITE 200
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3. Date of Earliest Transaction (Month/Day/Year)
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(Street)
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RESEARCH TRIANGLE PARK
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NC
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27709
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4. If Amendment, Date Original Filed(Month/Day/Year)
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6. Individual or Join/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
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2. Transaction Date (Month/Day/Year)
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2A. Deemed Execution Date, if any (Month/Day/Year)
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3. Transaction Code
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4. Securities Acquired (A) or Disposed of (D)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
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6. Ownership Form: Direct (D) or Indirect (I)
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7. Nature of Indirect Beneficial Ownership
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date (Month/Day/Year)
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3A. Deemed Execution Date, if any (Month/Day/Year)
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4. Transaction Code
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
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8. Price of Derivative Security
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
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11. Nature of Indirect Beneficial Ownership
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expriation Date
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Title
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Amount or Number of Shares
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Umstead John W. V
700 PARK OFFICES DRIVE, SUITE 200
RESEARCH TRIANGLE PARK, NC27709
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Chief Financial Officer
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Signatures
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/s / Monica Roberts Thomas, attorney-in-fact
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2024-07-03
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**Signature of Reporting Person
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Date
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Explanation of Responses:
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(*)
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If the form is filed by more than one reporting person, see Instruction 5(b)(v).
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(**)
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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(1)
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Represents a restricted stock unit ("RSU") award that vests 50% on July 1, 2025 and 50% on July 1, 2026, subject to the Reporting Person's continued service through each applicable vesting date.
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(2)
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Each RSU represents a contingent right to receive one share of Issuer common stock.
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(3)
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Represents (i) 18,770 shares of common stock; (ii) 425 RSUs from award granted on January 4, 2021; (iii) 2,000 RSUs from award granted on January 3, 2022; (iv) 2,250 RSUs from award granted on January 3, 2023; (v) 37,500 RSUs from award granted on March 15, 2023; (vi) 17,500 RSUs from award granted on May 10, 2023; (vii) 37,300 RSU's from award granted on January 3, 2024; (viii) 37,500 RSUs from award granted on March 20, 2024; and (ix) 35,000 RSUs from award granted on July 1, 2024.
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Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
See Instruction 6 for procedure.Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
G1 Therapeutics Inc.