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

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
JACOBS CINDY
   2. Issuer Name and Ticker or Trading Symbol
ACHIEVE LIFE SCIENCES, INC. [ACHV] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, CMO
(Last)
(First)
(Middle)
520 PIKE STREET, SUITE 2250		 3. Date of Earliest Transaction (Month/Day/Year)
08/13/2018
(Street)

SEATTLE, WA 98101		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 08/13/2018   M   1,486 (1) A $ 0 2,282 (2) D  
Common Stock 08/13/2018   F   472 (3) D $ 2.78 (4) 1,810 D  

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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 Underlying Securities
(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
Restricted Stock Unit (RSU) (5) 08/13/2018   M     28 (6)   (7)   (8) Common Stock 28 $ 0 0 D  
Restricted Stock Unit (RSU) (5) 08/13/2018   M     45 (9)   (10)   (8) Common Stock 45 $ 0 0 D  
Restricted Stock Unit (RSU) (5) 08/13/2018   M     43 (11)   (12) 05/19/2019 Common Stock 43 $ 0 42 D  
Restricted Stock Unit (RSU) (5) 08/13/2018   M     1,370 (13)   (14) 08/01/2021 Common Stock 1,370 $ 0 4,110 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
JACOBS CINDY
520 PIKE STREET
SUITE 2250
SEATTLE, WA 98101		       EVP, CMO  

Signatures

 Sandra Thomson as attorney-in-fact for Cindy Jacobs   08/15/2018
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Represents shares of common stock acquired upon settlement of the restricted stock units ("RSUs") listed in Table II.
(2) On May 23 2018, the Issuer effected a 1-for-10 split of its common stock (the "Stock Split") resulting in a decrease of the reporting person's ownership by 7,179 shares of common stock.
(3) Represents shares of common stock that have been sold by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the RSUs and does not represent a sale by the reporting person.
(4) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $2.77 to $2.815 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(5) Each RSU represents a contingent right to receive one share of the issuer's common stock at settlement.
(6) This RSU was previously reported as covering 284 shares, which number was adjusted to reflect the Stock Split.
(7) Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest annually on the later of (i) each anniversary of January 1, 2014 and (ii) the first day thereafter during which the issuer's trading window is open.
(8) The RSUs expire 30 days from the date they vest.
(9) This RSU was previously reported as covering 454 shares, which number was adjusted to reflect the Stock Split.
(10) Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest annually on the later of (i) each anniversary of June 12, 2014 and (ii) the first day thereafter during which the issuer's trading window is open.
(11) This RSU was previously reported as covering 852 shares, which number was adjusted to reflect the Stock Split.
(12) Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest annually on the later of (i) each anniversary of January 1, 2015 and (ii) the first day thereafter during which the issuer's trading window is open.
(13) This RSU was previously reported as covering 54,800 shares, which number was adjusted to reflect the Stock Split.
(14) Pursuant to the terms of the RSU, 25% of the total shares underlying the RSU vest annually on the later of (i) each anniversary of August 1, 2017 and (ii) the first day thereafter during which the issuer's trading window is open.

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