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SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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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1. Name and Address of Reporting Person*
Umstead John V.
(Last) (First) (Middle)
700 PARK OFFICES DRIVE, SUITE 200
(Street)
RESEARCH TRIANGLE PARK NC 27709
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/15/2023 		3. Issuer Name and Ticker or Trading Symbol
G1 Therapeutics, Inc. [ GTHX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 8,886(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy) 10/22/2022 11/01/2028 Common Stock 10,000 41.48 D
Stock Options (Right to buy) (2) 07/01/2029 Common Stock 2,000 30.46 D
Stock Options (Right to buy) (3) 02/06/2030 Common Stock 6,600 21.08 D
Stock Options (Right to buy) (4) 01/04/2031 Common Stock 2,550 18.07 D
Stock Options (Right to buy) (5) 01/03/2032 Common Stock 6,100 10.69 D
Stock Options (Right to buy) (6) 01/03/2033 Common Stock 6,000 5.73 D
Explanation of Responses:
1. Represents (i) 2,036 shares of common stock; (ii) 850 restricted stock units ("RSUs") from award granted on January 4, 2021; (iii) 3,000 RSUs from award granted on January 3, 2022; and (iv) 3,000 RSUs from award granted on January 3, 2023.
2. The shares underlying this option vest as to 25% of the shares on July 1, 2020, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through each applicable vesting date. The option was granted on July 1, 2019.
3. The shares underlying this option vest as to 25% of the shares on February 6, 2021, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through each applicable vesting date. The option was granted on February 6, 2020.
4. The shares underlying this option vest as to 25% of the shares on January 4, 2022, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through each applicable vesting date. The option was granted on January 4, 2021.
5. The shares underlying this option vest as to 25% of the shares on January 3, 2023, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through each applicable vesting date. The option was granted on January 3, 2022.
6. The shares underlying this option vest as to 25% of the shares on January 3, 2024, with the remainder vesting in 36 equal monthly installments thereafter, subject to the Reporting Person's continued service through each applicable vesting date. The option was granted on January 3, 2023.
Remarks:
/s/ James Stillman Hanson, attorney-in-fact 03/17/2023
** 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 5 (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
     Know all by these present, that the undersigned hereby
constitutes and appoints each of James Stillman Hanson, General
Counsel, of G1 Therapeutics, Inc. (the "Company"), Sandi James,
Director, Legal, of the Company, and Jason McCaffrey, Raven Sun,
Justin Omalev, Charles Smith, Tanya Sylla, and Brenda Meyette of
Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., signing singly,
with full power of substitution, the undersigned's true and lawful
attorney-in-fact to:
(1)	execute for and on behalf of the undersigned, forms and
authentication documents for EDGAR Filing Access;
(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 and authentication
documents;
(3)	execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer, director and/or 10%
shareholder of the Company, Forms 3, 4 and 5 in accordance
with Section 16(a) of the Securities Exchange Act of 1934
and the rules thereunder;
(4)	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 Form 3, 4 or 5 and timely
file such form with the United States Securities and
Exchange Commission and any stock exchange or similar
authority; and
(5)	take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such attorney-
in-fact, may be of benefit to, in the best interests of,
or legally required by the undersigned, it being
understood that the documents executed by such attorney-
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 attorney-in-fact may
approve in such attorney-in-fact's discretion.
     The undersigned hereby grants to each such attorney-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 attorney-in-fact, or
such attorney-in-fact's 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 Securities Exchange Act of 1934, as amended.
     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 the foregoing attorneys-
in-fact.
     IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed on February 28, 2023.
/s/ John Umstead V
	Signature

John Umstead V
	Print Name