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* Omega Fund V, L.P. (Last) (First) (Middle) 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 05/07/2019	3. Issuer Name and Ticker or Trading Symbol Trevi Therapeutics, Inc. [ TRVI ]
		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 C Preferred Stock	(1)	(1)	Common Stock	582,230	(1)	D(2)
Stock Option (Right to Buy)	05/09/2019	05/06/2022	Common Stock	200,000	$0.001	D(2)

1. Name and Address of Reporting Person* Omega Fund V, L.P. (Last) (First) (Middle) 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (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* Omega Fund V GP, L.P. (Last) (First) (Middle) 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (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* Omega Fund V GP Manager, Ltd. (Last) (First) (Middle) 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (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* Mitsak Anna Guyer (Last) (First) (Middle) 888 BOYLSTON STREET, SUITE 1111 (Street) BOSTON MA 02199 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The Series C Preferred Stock and the dividends that have accrued thereon to date are convertible on a 9.5-for-one basis into the number of shares of Common Stock shown in Column 3 without payment of further consideration at the holder's election or automatically upon the closing of the Issuer's initial public offering. The number of shares of Common Stock into which the Series C Preferred Stock and accrued dividends thereon are convertible will increase on a daily basis without payment of further consideration as additional dividends accrue. The shares have no expiration date.

2. The reported securities are held directly by Omega Fund V, L.P. ("Omega V"). The reported securities may be deemed to be beneficially owned by each of Omega Fund V GP, L.P. ("Omega V GP"), as the general partner of Omega V, and Omega Fund V GP Manager, Ltd. ("Omega V GP Manager"), as the general partner of Omega V GP. Otello Stampacchia, Richard Lim, Anne-Mari Paster and Claudio Nessi (the "Omega Directors") are all the shareholders and directors of Omega V GP Manager and have shared voting and investment power over the shares held by Omega V. Annie Mitsak, a member of the Issuer's board of directors, has no voting or investment control over any of the shares held by Omega V. Each of Omega V GP, Omega Fund V GP Manager, the Omega Directors and Annie Mitsak disclaims beneficial ownership of the securities reported herein, except to the extent of its or their pecuniary interest therein, if any.

Remarks:

Exhibit Index: 24.1 Power of Attorney

	By: Omega Fund V, L.P., By: Omega Fund GP, L.P., its General Partner, By: Omega Fund V GP Manager, Ltd., its General Partner, /s/ Anne-Mari Paster, Director	05/07/2019
	By: Omega Fund GP, L.P., By: Omega Fund V GP Manager, Ltd., its General Partner, /s/ Anne-Mari Paster, Director	05/07/2019
	By: Omega Fund V GP Manager, Ltd., its General Partner, /s/ Anne-Mari Paster, Director	05/07/2019
	/s/ Annie Mitsak	05/07/2019
	** Signature of Reporting Person	Date
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