UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
(Mark One)
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| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2015
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| ¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File No. 001-36296
Eleven Biotherapeutics, Inc.
(Exact name of registrant as specified in its charter)
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| DELAWARE | 26-2025616 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
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215 First Street, Suite 400 Cambridge, MA | 02142 |
| (Address of principal executive offices) | (Zip code) |
Registrant’s telephone number, including area code: (617) 871-9911
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Name of each exchange on which registered |
| Common Stock, par value $0.001 per share | NASDAQ Global Market |
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. x Yes ¨ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). x Yes ¨ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
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| Large Accelerated filer | ¨ | Accelerated filer | ¨ |
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| Non-accelerated filer | x (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.): ¨ Yes x No
Number of outstanding shares of Common Stock as of October 31, 2015: 19,587,277
Explanatory Note
The sole purpose of this Amendment No. 1 to Eleven Biotherapeutics, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015, as originally filed with the Securities and Exchange Commission on November 4, 2015 (the “Form 10-Q”), is to add reference to Exhibit No. 10.1, which was inadvertently omitted from Part II, Item 6 of the Form 10-Q, and to file Exhibit No. 10.1 herewith. In addition, in accordance with applicable Securities and Exchange Commission rules, new certifications of our principal executive officer and principal financial officer are being filed as Exhibits 31.3 and 31.4, respectively, to this Amendment No. 1 to the Form 10-Q.
This Amendment No. 1 to the Form 10-Q does not change the previously reported financial statements or any of the other disclosure contained in the Form 10-Q.
PART II—OTHER INFORMATION
Item 6. EXHIBITS
The exhibits filed as part of this Amendment No. 1 to the Form 10-Q are set forth on the Exhibit Index immediately preceding such exhibits, and are incorporated by reference herein.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| ELEVEN BIOTHERAPEUTICS, INC. |
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| By: | /s/ John J. McCabe |
| | | John J. McCabe |
| | | Senior Vice President of Finance (Principal Financial and Accounting Officer) |
November 6, 2015
EXHIBIT INDEX
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Exhibit No. | Description |
| 10.1* | Second Amendment to Lease, dated August 18, 2015, by and between the Registrant and ARE-MA Region No. 38, LLC
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| 31.1 | Rule 13a-14(a) Certification of Principal Executive Officer |
| 31.2 | Rule 13a-14(a) Certification of Principal Financial Officer |
| 31.3* | Rule 13a-14(a) Certification of Principal Executive Officer
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| 31.4* | Rule 13a-14(a) Certification of Principal Financial Officer |
| 32.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. §1350 |
101.INS† | XBRL Instance Document |
101.SCH† | XBRL Taxonomy Extension Schema Document |
101.CAL† | XBRL Taxonomy Extension Calculation Linkbase Document |
101.DEF† | XBRL Taxonomy Extension Definition Linkbase Document |
101.LAB† | XBRL Taxonomy Extension Label Linkbase Document |
101.PRE† | XBRL Taxonomy Extension Presentation Linkbase Document |
* Filed herewith
† XBRL information previously filed with Eleven Biotherapeutics, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015, filed with the Securities and Exchange Commission on November 4, 2015.
