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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* SVLSF IV, LLC (Last) (First) (Middle) ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 (Street) BOSTON MA 02108 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ENTELLUS MEDICAL INC [ ENTL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 01/31/2017
	4. 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 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, $0.001 par value	01/31/2017		S		220,431	D	$17(1)	1,091,166	I	By ILSF LP1(2)(3)
Common Stock, $0.001 par value	01/31/2017		S		2,615	D	$17(1)	12,947	I	By ILSF Co-Invest(2)(3)
Common Stock, $0.001 par value	01/31/2017		S		2,106	D	$17(1)	10,424	I	By ILSF Strategic(2)(3)
Common Stock, $0.001 par value	01/31/2017		S		299,424	D	$17(1)	1,791,070	I	By Fund IV(4)(5)
Common Stock, $0.001 par value	01/31/2017		S		8,501	D	$17(1)	50,849	I	By Fund IV Strategic(4)(5)

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

1. Name and Address of Reporting Person* SVLSF IV, LLC (Last) (First) (Middle) ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 (Street) BOSTON MA 02108 (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* INTERNATIONAL LIFE SCIENCES FUND III CO-INVESTMENT, L.P. (Last) (First) (Middle) ONE BOSTON PLACE, SUITE 3900 201 WASHINGTON STREET (Street) BOSTON MA 02108 (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* INTERNATIONAL LIFE SCIENCES FUND III STRATEGIC PARTNERS, L.P. (Last) (First) (Middle) ONE BOSTON PLACE, SUITE 3900 201 WASHINGTON STREET (Street) BOSTON MA 02108 (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* SV LIFE SCIENCES FUND IV STRATEGIC PARTNERS, L. P. (Last) (First) (Middle) ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 (Street) BOSTON MA 02108 (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* SV LIFE SCIENCES FUND IV, L.P. (Last) (First) (Middle) ONE BOSTON PLACE 201 WASHINGTON STREET, SUITE 3900 (Street) BOSTON MA 02108 (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* INTERNATIONAL LIFE SCIENCES FUND III (LP1), L.P. (Last) (First) (Middle) ONE BOSTON PLACE, SUITE 3900 201 WASHINGTON STREET (Street) BOSTON MA 02108 (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. Represents a public offering price of $17.00 per share before underwriting discounts and commissions pursuant to an Underwriting Agreement dated January 25, 2017, which offering closed on January 31, 2017.

2. International Life Sciences Fund III (GP), L.P. ("Fund III GP") is the general partner of each of: (i) International Life Sciences Fund III (LP1), L.P. ("ILSF LP1"), (ii) International Life Sciences Fund III Co-Investment, L.P. ("ILSF Co-Invest") and (iii) International Life Sciences Fund III Strategic Partners, L.P. ("ILSF Strategic" and collectively, the "Fund III Entities"). ILSF III, LLC (the "ILSF General Partner") is the general partner of Fund III GP and, through an investment committee comprised of James Garvey, Kate Bingham, Eugene D. Hill, III and Michael Ross controls voting and investment decisions over the Issuer's shares held by the Fund III Entities by majority vote.

3. Each member of the investment committee of ILSF General Partner disclaims beneficial ownership over the Shares held by the Fund III Entities except to the extent of any pecuniary interest therein. Each of ILSF General Partner and Fund III GP disclaim beneficial ownership over the Shares held by the Fund III Entities except to the extent of their respective pecuniary interest therein.

4. SV Life Sciences Fund IV (GP), L.P. ("Fund IV GP") is the general partner of each of SV Life Sciences Fund IV, L.P. ("Fund IV") and SV Life Sciences Fund IV Strategic Partners, L.P. ("Fund IV Strategic" and together with Fund IV, the "Fund IV Entities"). SVLSF IV, LLC (the "SVLS General Partner") is the general partner of Fund IV GP and, through an investment committee comprised of David Milne (also a member of the Issuer's board of directors), James Garvey, Kate Bingham, Eugene D. Hill, III and Michael Ross controls voting and investment decisions over the Issuer's shares held by the Fund IV Entities by a majority vote.

5. Each member of the investment committee of SVLS General Partner disclaims beneficial ownership over the Shares held by the Fund IV Entities except to the extent of any pecuniary interest therein. Each of SVLS General Partner and Fund IV GP disclaim beneficial ownership over the Shares held by the Fund IV Entities except to the extent of their respective pecuniary interest therein.

	/s/ Denise Marks, Member	02/01/2017
	/s/ Denise Marks, Member	02/01/2017
	/s/ Denise Marks, Member	02/01/2017
	/s/ Denise Marks, Member	02/01/2017
	/s/ Denise Marks, Member	02/01/2017
	/s/ Denise Marks, Member	02/01/2017
	** Signature of Reporting Person	Date
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