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* Pivotal bioVenture Partners Fund I, L.P. (Last) (First) (Middle) 1700 OWENS STREET, SUITE 595 (Street) SAN FRANCISCO CA 94158 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 09/25/2018	3. Issuer Name and Ticker or Trading Symbol Entasis Therapeutics Holdings Inc. [ ETTX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)

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
Series B-1 Tranche A Convertible Preferred Stock	(1)	(1)	Common Stock	7,446,904	(1)	I	See Footnote(2)
Series B-1 Tranche B Convertible Preferred Stock	(1)	(1)	Common Stock	9,502,249	(1)	I	See Footnote(2)

1. Name and Address of Reporting Person* Pivotal bioVenture Partners Fund I, L.P. (Last) (First) (Middle) 1700 OWENS STREET, SUITE 595 (Street) SAN FRANCISCO CA 94158 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Pivotal bioVenture Partners Fund I G.P., L.P. (Last) (First) (Middle) 1700 OWENS STREET, SUITE 595 (Street) SAN FRANCISCO CA 94158 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Pivotal bioVenture Partners Fund I U.G.P., Ltd (Last) (First) (Middle) 1700 OWENS STREET, SUITE 595 (Street) SAN FRANCISCO CA 94158 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Each share of Series B-1 Tranche A Convertible Preferred Stock and Series B-1 Tranche B Convertible Preferred Stock is convertible at any time, at the option of the holder, into Common Stock, on a 20.728-for-one basis, has no expiration date and will convert into shares of Common Stock upon the closing of the Issuer's initial public offering.

2. The reportable securities are owned directly by Pivotal bioVenture Partners Fund I, L.P. ("Pivotal"). Pivotal bioVenture Partners Fund I G.P., L.P. ("Pivotal GP") is the general partner of Pivotal. Pivotal bioVenture Partners Fund I U.G.P., Ltd ("Ultimate General Partner") is the general partner of Pivotal GP. Richard Coles, Peter Bisgaard and Vincent Sai Sing Cheung are directors of the Ultimate General Partner and may, along with the Ultimate General Partner, be deemed to have shared voting and dispositive power over the shares owned by Pivotal.

Remarks:

Exhibit List - Exhibit 24 - Power of Attorney

	/s/ Christian Plaza, Attorney-in-Fact	09/25/2018
	/s/ Christian Plaza, Attorney-in-Fact	09/25/2018
	/s/ Christian Plaza, Attorney-in-Fact	09/25/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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