Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Hatteras Venture Advisors III, LLC	2. Issuer Name and Ticker or Trading Symbol PhaseBio Pharmaceuticals Inc [ PHAS ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) 280 S. MANGUM ST., SUITE 350,	3. Date of Earliest Transaction (MM/DD/YYYY) 10/22/2018
(Street) DURHAM, NC 27701 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	10/22/2018		C		52690	A	⁽¹⁾	52690	I	By Hatteras Venture Partners I, LP ⁽²⁾
Common Stock	10/22/2018		C		1683420	A	⁽¹⁾	1683420	I	By Hatteras Venture Partners III, LP ⁽³⁾
Common Stock	10/22/2018		P		137513	A	$5.00	1820933	I	By Hatteras Venture Partners III, LP ⁽³⁾
Common Stock	10/22/2018		C		150612	A	⁽¹⁾	150612	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Common Stock	10/22/2018		P		12487	A	$5.00	163099	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Common Stock	10/22/2018		C		4846	A	⁽¹⁾	4846	I	By Catalysta Ventures, LLC ⁽²⁾
Common Stock	10/22/2018		C		266481	A	⁽¹⁾	266481	I	By Venture Capital Multiplier Fund ⁽³⁾
Common Stock	10/22/2018		P		150000	A	$5.00	416481	I	By Venture Capital Multiplier Fund ⁽³⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Warrants to Purchase Series B Preferred Stock	$0.12	10/22/2018		X ⁽⁴⁾			19061	⁽⁵⁾	⁽⁵⁾	Series B Preferred Stock ⁽¹⁾	19061	$0.00	0	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series B Preferred Stock	⁽¹⁾	10/22/2018		X ⁽⁴⁾		19061		⁽¹⁾	⁽¹⁾	Common Stock	19061	$0.12	1045222	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series B Preferred Stock	⁽¹⁾	10/22/2018		S ⁽⁴⁾			458	⁽¹⁾	⁽¹⁾	Common Stock	458	$5.00	1044764	I	By Hatteras Venture Partners III, LP ⁽³⁾
Warrants to Purchase Series B Preferred Stock	$0.12	10/22/2018		X ⁽⁴⁾			1731	⁽⁵⁾	⁽⁵⁾	Series B Preferred Stock ⁽¹⁾	1731	$0.00	0	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series B Preferred Stock	⁽¹⁾	10/22/2018		X ⁽⁴⁾		1731		⁽¹⁾	⁽¹⁾	Common Stock	1731	$0.12	94916	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series B Preferred Stock	⁽¹⁾	10/22/2018		S ⁽⁴⁾			42	⁽¹⁾	⁽¹⁾	Common Stock	42	$5.00	94874	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Warrants to Purchase Series C-1 Preferred Stock	$0.12	10/22/2018		X ⁽⁴⁾			47458	⁽⁵⁾	⁽⁵⁾	Series C-1 Preferred Stock ⁽¹⁾	47458	$0.00	0	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		X ⁽⁴⁾		47458		⁽¹⁾	⁽¹⁾	Common Stock	47458	$0.12	150459	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		S ⁽⁴⁾			1139	⁽¹⁾	⁽¹⁾	Common Stock	1139	$5.00	149320	I	By Hatteras Venture Partners III, LP ⁽³⁾
Warrants to Purchase Series C-1 Preferred Stock	$0.12	10/22/2018		X ⁽⁴⁾			4309	⁽⁵⁾	⁽⁵⁾	Series C-1 Preferred Stock ⁽¹⁾	4309	$0.00	0	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		X ⁽⁴⁾		4309		⁽¹⁾	⁽¹⁾	Common Stock	4309	$0.12	13662	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		S ⁽⁴⁾			104	⁽¹⁾	⁽¹⁾	Common Stock	104	$5.00	13558	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Warrants to Purchase Series C-1 Preferred Stock	$0.12	10/22/2018		X ⁽⁴⁾			41414	⁽⁵⁾	⁽⁵⁾	Series C-1 Preferred Stock ⁽¹⁾	41414	$0.00	0	I	By Venture Capital Multiplier Fund ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		X ⁽⁴⁾		41414		⁽¹⁾	⁽¹⁾	Common Stock	41414	$0.12	41414	I	By Venture Capital Multiplier Fund ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		S ⁽⁴⁾			994	⁽¹⁾	⁽¹⁾	Common Stock	994	$5.00	40420	I	By Venture Capital Multiplier Fund ⁽³⁾
Series 1 Preferred Stock	⁽¹⁾	10/22/2018		C			52690	⁽¹⁾	⁽¹⁾	Common Stock	52690	$0.00	0	I	By Hatteras Venture Partners I, LP ⁽²⁾
Series 1 Preferred Stock	⁽¹⁾	10/22/2018		C			42530	⁽¹⁾	⁽¹⁾	Common Stock	42530	$0.00	0	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series 1 Preferred Stock	⁽¹⁾	10/22/2018		C			3862	⁽¹⁾	⁽¹⁾	Common Stock	3862	$0.00	0	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series 1 Preferred Stock	⁽¹⁾	10/22/2018		C			4846	⁽¹⁾	⁽¹⁾	Common Stock	4846	$0.00	0	I	By Catalysta Ventures, LLC ⁽²⁾
Series AA Preferred Stock	⁽¹⁾	10/22/2018		C			174699	⁽¹⁾	⁽¹⁾	Common Stock	174699	$0.00	0	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series AA Preferred Stock	⁽¹⁾	10/22/2018		C			13609	⁽¹⁾	⁽¹⁾	Common Stock	13609	$0.00	0	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series B Preferred Stock	⁽¹⁾	10/22/2018		C			1044764	⁽¹⁾	⁽¹⁾	Common Stock	1044764	$0.00	0	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series B Preferred Stock	⁽¹⁾	10/22/2018		C			94874	⁽¹⁾	⁽¹⁾	Common Stock	94874	$0.00	0	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		C			149320	⁽¹⁾	⁽¹⁾	Common Stock	149320	$0.00	0	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		C			13558	⁽¹⁾	⁽¹⁾	Common Stock	13558	$0.00	0	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series C-1 Preferred Stock	⁽¹⁾	10/22/2018		C			40420	⁽¹⁾	⁽¹⁾	Common Stock	40420	$0.00	0	I	By Venture Capital Multiplier Fund ⁽³⁾
Series D Preferred Stock	⁽¹⁾	10/22/2018		C			272107	⁽¹⁾	⁽¹⁾	Common Stock	272107	$0.00	0	I	By Hatteras Venture Partners III, LP ⁽³⁾
Series D Preferred Stock	⁽¹⁾	10/22/2018		C			24709	⁽¹⁾	⁽¹⁾	Common Stock	24709	$0.00	0	I	By Hatteras Venture Affiliates III, LP ⁽³⁾
Series D Preferred Stock	⁽¹⁾	10/22/2018		C			226061	⁽¹⁾	⁽¹⁾	Common Stock	226061	$0.00	0	I	By Venture Capital Multiplier Fund ⁽³⁾

Explanation of Responses:
(1)	Each share of Preferred Stock converted into Common Stock on a one-for-one basis upon the closing of the Issuer's initial public offering and has no expiration date.
(2)	Catalysta Ventures, LLC ("Catalysta") is under common control with Hatteras Venture Advisors III, LLC ("HVA III"). Catalysta is the general partner of Hatteras Venture Partners I, LP ("HVP I"). The securities held directly by HVP I are indirectly held by Catalysta, which may be deemed to share voting and dispositive power with regard to the securities directly held by HVP I. Catalysta disclaims beneficial ownership of the securities held by HVP I except to the extent of its pecuniary interest therein. The individual managers of Catalysta are Clay B. Thorp and John Crumpler (the "Managers"), who may be deemed to share voting and dispositive power with regard to the securities held directly by Catalysta and HVP I. The Managers disclaim beneficial ownership of the securities held by Catalysta and HVP I except to the extent of their pecuniary interest therein. Mr. Thorp is a director of the Issuer and files Section 16 reports separately.
(3)	HVA III is the general partner of Hatteras Venture Partners III, LP ("HVP III"), Hatteras Venture Affiliates III, LP ("HV Affiliates") and Venture Capital Multiplier Fund ("Multiplier Fund"). The securities held directly by HVP III, HV Affiliates and Multiplier Fund are indirectly held by HVA III. The individual managers of HVA III are Clay B. Thorp, Robert A. Ingram, Kenneth B. Lee, Douglas Reed, MD and John Crumpler (the "GP Directors"). HVA III and the GP Directors may be deemed to share voting and dispositive power with regard to the securities directly held by HVP III, HV Affiliates and Multiplier Fund. HVA III and the GP Directors disclaim beneficial ownership of the securities held by HVP III, HV Affiliates and Multiplier Fund except to the extent of their pecuniary interest therein. Mr. Thorp is a director of the Issuer and files Section 16 reports separately.
(4)	Represents the net exercise of the warrants immediately prior to, and contingent upon, the closing of the Issuer's initial public offering.
(5)	The warrants were exercisable until, and were scheduled to expire upon, the closing of the Issuer's initial public offering.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Hatteras Venture Advisors III, LLC 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
Hatteras Ventures Partners III LP C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
Hatteras Venture Affiliates III Lp C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
Hatteras Venture Partners I, LP C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
Catalysta Ventures, LLC C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
Venture Capital Multiplier Fund C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
INGRAM ROBERT ALEXANDER C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
LEE KENNETH B JR C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
Reed Douglas MD C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X
Crumpler John C/O HATTERAS VENTURES 280 S. MANGUM ST., SUITE 350 DURHAM, NC 27701		X

Signatures
/s/ Darren K. DeStefano, Attorney-in-Fact for Hatteras Venture Advisors III, LLC		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for Hatteras Venture Partners III, LP		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for Hatteras Venture Affiliates III, LP		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for Hatteras Venture Partners I, LP		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for Catalysta Ventures, LLC		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for Venture Capital Multiplier Fund		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for Robert A. Ingram		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for Kenneth B. Lee		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for Douglas Reed		10/24/2018
^** Signature of Reporting Person		Date
/s/ Darren K. DeStefano, Attorney-in-Fact for John Crumpler		10/24/2018
^** 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).
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