SEC Form 4

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

1. Name and Address of Reporting Person* THIRD ROCK VENTURES LP (Last) (First) (Middle) 29 NEWBURY STREET, 3RD FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Eleven Biotherapeutics, Inc. [ EBIO ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 02/11/2014
	4. 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 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	02/11/2014		C		3,267,716	A	$0(1)	3,598,424	D(2)
Common Stock	02/11/2014		C		481,619	A	$0(3)	4,080,043	D(2)
Common Stock	02/11/2014		C		127,077	A	$0.0635	4,207,120	D(2)
Common Stock	02/11/2014		C		82,989	A	$0	4,290,109	D(2)
Common Stock	02/11/2014		P		551,482	A	$0	4,841,591	D(2)

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 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: 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
Series A Preferred Stock	(1)	02/11/2014		C			20,750,000	(1)	(1)	Common Stock	3,267,716	$0	0	D(2)
Series B Preferred Stock	(3)	02/11/2014		C			3,058,281	(3)	(3)	Common Stock	481,619	$0	0	D(2)
Common Stock Warrant (right to purchase)	$0.0635	02/11/2014		C			127,077	(4)	(4)	Common Stock	127,077	$0	0	D(2)
Common Stock Warrant (right to purchase)	$0.0635	02/11/2014		C			82,989	(5)	(5)	Common Stock	82,989	$0	0	D(2)

1. Name and Address of Reporting Person* THIRD ROCK VENTURES LP (Last) (First) (Middle) 29 NEWBURY STREET, 3RD FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)

1. Name and Address of Reporting Person* Third Rock Ventures GP, L.P. (Last) (First) (Middle) 29 NEWBURY STREET, 3RD FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)

1. Name and Address of Reporting Person* TRV GP, LLC (Last) (First) (Middle) 29 NEWBURY STREET, 3RD FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)

1. Name and Address of Reporting Person* STARR KEVIN P (Last) (First) (Middle) 29 NEWBURY STREET, 3RD FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)

1. Name and Address of Reporting Person* TEPPER ROBERT I (Last) (First) (Middle) 29 NEWBURY STREET, 3RD FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)

1. Name and Address of Reporting Person* LEVIN MARK J (Last) (First) (Middle) 29 NEWBURY STREET, 3RD FLOOR (Street) BOSTON MA 02116 (City) (State) (Zip)

Explanation of Responses:

1. The Series A Preferred Stock converted automatically into Common Stock on a 6.350 for-one basis upon the closing of the initial public offering of Eleven Biotherapeutics, Inc. (the "Issuer") without payment of additional consideration and had no expiration date.

2. The shares are directly held by Third Rock Ventures, L.P. ("TRV"). The general partner of TRV is Third Rock Ventures GP, L.P. ("TRV GP"). The general partner of TRV GP is TRV GP, LLC ("TRV GP LLC"). The individual managers of TRV GP, LLC are Mark Levin ("Levin"), Kevin Starr ("Starr") and Dr. Robert Tepper ("Tepper") and, as such, each of TRV GP and TRV GP LLC, Levin, Starr and Tepper exercises shared voting and investment power over the shares held of record by TRV. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of their pecuniary interest therein, if any.

3. The Series B Preferred Stock converted automatically into Common Stock on a 6.350 for-one basis upon the closing of the initial public offering of the Issuer without payment of additional consideration and had no expiration date.

4. The Warrant to purchase Common Stock was exercised automatically upon the closing of the Issuer's initial public offering and had an expiration date of June 28, 2018.

5. The Warrant to purchase Common Stock was exercised automatically upon the closing of the Issuer's initial public offering and had an expiration date of December 4, 2018.

Remarks:

	/s/ Kevin Gillis, Chief Financial Officer of TRV GP, LLC, general partner of Third Rock Ventures GP, L.P., general partner of Third Rock Ventures, L.P.	02/13/2014
	/s/ Kevin Gillis, Chief Financial Officer of TRV GP, LLC, general partner of Third Rock Ventures GP, L.P.	02/13/2014
	/s/ Kevin Gillis, Chief Financial Officer of TRV GP, LLC	02/13/2014
	/s/ Kevin Gillis by Power of attorney for Kevin Starr	02/13/2014
	/s/ Kevin Gillis by Power of attorney for Dr. Robert Tepper	02/13/2014
	/s/ Kevin Gillis by Power of attorney for Mark Levin	02/13/2014
	** 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 Number.