0001012975-14-000072.txt : 20140212 0001012975-14-000072.hdr.sgml : 20140212 20140212144703 ACCESSION NUMBER: 0001012975-14-000072 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140205 FILED AS OF DATE: 20140212 DATE AS OF CHANGE: 20140212 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Eleven Biotherapeutics, Inc. CENTRAL INDEX KEY: 0001485003 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 252025616 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 215 FIRST STREET STREET 2: SUITE 400 CITY: CAMBRIDGE STATE: MA ZIP: 02142 BUSINESS PHONE: 617-871-9911 MAIL ADDRESS: STREET 1: 215 FIRST STREET STREET 2: SUITE 400 CITY: CAMBRIDGE STATE: MA ZIP: 02142 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: TEPPER ROBERT I CENTRAL INDEX KEY: 0001192595 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36296 FILM NUMBER: 14599530 MAIL ADDRESS: STREET 1: 40 LANDSDOWNE STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STARR KEVIN P CENTRAL INDEX KEY: 0001192603 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36296 FILM NUMBER: 14599531 MAIL ADDRESS: STREET 1: 75 SIDNEY STREET CITY: CAMBRIDGE STATE: MA ZIP: 02139 3 1 edgar.xml PRIMARY DOCUMENT X0206 3 2014-02-05 0 0001485003 Eleven Biotherapeutics, Inc. EBIO 0001192603 STARR KEVIN P C/O THIRD ROCK VENTURES, LLC 29 NEWBURY STREET, 3RD FLOOR BOSTON MA 02116 0 0 1 0 0001192595 TEPPER ROBERT I C/O THIRD ROCK VENTURES, LLC 29 NEWBURY STREET, 3RD FLOOR BOSTON MA 02116 0 0 1 0 Common Stock 330708 I See Footnote Series A Preferred Stock Common Stock 3267716 I See Footnote Series B Preferred Stock Common Stock 481619 I See Footnote Common Stock Warrant (right to purchase) .0635 Common Stock 127077 I See Footnote Common Stock Warrant (right to purchase) .0635 Common Stock 82989 I See Footnote The securities are directly held by Third Rock Ventures, L.P. ("TRV LP"). The general partner of TRV LP is Third Rock Ventures GP, LP ("TRV GP"). The general partner of TRV GP is Third Rock Ventures GP, LLC ("TRV LLC"). The individual managers of TRV LLC are Mark Levin (''Levin") and each of the Reporting Persons (together with Levin, the "Managers"). Each of the Reporting Persons disclaims beneficial ownership of all shares except to the extent of his pecuniary interest, if any, therein. The Series A Preferred Stock is convertible into Common Stock on an 6.35-for-one basis into the number of shares of Common Stock as shown in column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date. The Series B Preferred Stock is convertible into Common Stock on an 6.35-for-one basis into the number of shares of Common Stock as shown in column 3 at any time at the holder's election, and automatically upon the closing of the Issuer's initial public offering, and has no expiration date. The Warrant to purchase Common Stock as shown in column 3 is exercisable at any time at the holder's election prior to June 28, 2018, and automatically upon the closing of the Issuer's initial public offering. The Warrant to purchase Common Stock as shown in column 3 is exercisable at any time at the holder's election prior to December 4, 2018, and automatically upon the closing of the Issuer's initial public offering. /s/ Kevin Gillis by Power of Attorney for Kevin Starr 2014-02-05 /s/ Kevin Gillis by Power of Attorney for Dr. Robert Tepper 2014-02-05 EX-24 2 trvpoafeb.htm






POWER OF ATTORNEY



KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and

appoints Kevin Gillis his true and lawful attorney-in-fact, with full power of substitution, to sign any

and all instruments, certificates and documents that may be necessary, desirable or appropriate to be executed

on behalf of himself as an individual or in his capacity as a direct or indirect general partner, director,

officer, member or manager of any partnership, corporation or limited liability company, pursuant to

section 13 or 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and any and

 all regulations promulgated thereunder, and to file the same, with all exhibits thereto, and any other

documents in connection therewith, with the Securities and Exchange Commission, and with any other

entity when and if such is mandated by the Exchange Act or by the Financial Industry Regulatory

Authority, granting unto said attorney-in-fact full power and authority to do and perform each and every

act and thing necessary, desirable or appropriate, fully to all intents and purposes as he might or could do

in person, thereby ratifying and confirming all that said attorney-in-fact, or his substitutes, may lawfully

do or cause to be done by virtue hereof.



 IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 16th day of January, 2014.





/s/ Mark Levin

Mark Levin





/s/ Kevin P. Starr

Kevin P. Starr





/s/ Robert I. Tepper

Robert I. Tepper