FORM 4
[ X ] 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
                                                                                  
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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 *

GILL DAVID N 		2. Issuer Name and Ticker or Trading Symbol

EndoChoice Holdings, Inc. [ GI ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
President and CFO
(Last)          (First)          (Middle)

C/O ENDOCHOICE HOLDINGS, INC., 11405 OLD ROSWELL ROAD 		3. Date of Earliest Transaction (MM/DD/YYYY)

11/22/2016
(Street)

ALPHARETTA, GA 30009
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 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)
Code V Amount (A) or (D) Price
Common stock, par value $0.001 per share   11/22/2016     D    125445   (1) D (2) $8   0   D    
Common stock, par value $0.001 per share   11/22/2016     D    38585   (1) D (2) $8   0   I   By David N. Gill & Diane P. Gill Joint Living Trust  

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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy)   (3) $5.31   11/22/2016     D         32230      (4) 3/29/2026   Common stock, par value $0.001 per share   32230.0     (3) 0   D    
Employee Stock Option (right to buy)   (4) (5) $16.01   11/22/2016     D         53825      (4) 8/14/2025   Common stock, par value $0.001 per share   53825.0     (5) 0   D    

Explanation of Responses:
( 1)  From April 1, 2016 through and including November 14, 2016, the reporting person transferred directly held shares to his indirectly held joint living trust, which resulted in a decrease in direct shares held and an increase in indirect shares held.
( 2)  Reporting Person disposed of shares of Issuer Common Stock pursuant to a cash tender offer made by Boston Scientific Corporation as more fully described in the Schedule 14D-9 filed by Issuer with the Securities and Exchange Commission on October 7, 2016, and subsequent amendments thereto (the "Merger"). The Issuer's Board of Directors approved in advance the dispositions by the Reporting Person in the tender offer.
( 3)  This option was cancelled pursuant to the Merger in exchange for a cash payment representing the difference between the exercise price of the option and the merger consideration of $8.00 per share.
( 4)  Issuer's outstanding stock options, if not yet vested, became fully vested pursuant to the terms and conditions of the Merger.
( 5)  This option was cancelled pursuant to the Merger. Since the exercise price of this option exceeded the merger consideration of $8.00 per common shares, no value was received by the reporting person.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
GILL DAVID N
C/O ENDOCHOICE HOLDINGS, INC.
11405 OLD ROSWELL ROAD
ALPHARETTA, GA 30009

President and CFO

Signatures
/s/ James B. Young, Jr., under Power of Attorney for David N. Gill 11/22/2016
** 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).
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 control number.
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