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SEC FORM 3 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*
Third Rock Ventures III, L.P.
(Last) (First) (Middle)
C/O THIRD ROCK VENTURES, LLC,
29 NEWBURY STREET, 3RD FLOOR
(Street)
BOSTON MA 02116
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/02/2016 		3. Issuer Name and Ticker or Trading Symbol
Editas Medicine, Inc. [ EDIT ]
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 A-1 Preferred Stock (1) (1) Common Stock 2,549,437 (1) D(2)
Series A-2 Preferred Stock (1) (1) Common Stock 2,021,269 (1) D(2)
Series B Preferred Stock (1) (1) Common Stock 85,470 (1) D(2)
1. Name and Address of Reporting Person*
Third Rock Ventures III, L.P.
(Last) (First) (Middle)
C/O THIRD ROCK VENTURES, LLC,
29 NEWBURY STREET, 3RD FLOOR
(Street)
BOSTON MA 02116
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Third Rock Ventures GP III, 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 III, LLC
(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)
C/O THIRD ROCK VENTURES, LLC
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)
C/O THIRD ROCK VENTURES, LLC
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)
C/O THIRD ROCK VENTURES, LLC
29 NEWBURY STREET, 3RD FLOOR
(Street)
BOSTON MA 02116
(City) (State) (Zip)
Explanation of Responses:
1. Each share of Series A-1, Series A-2 and Series B Preferred Stock is convertible, at any time, at the holder's election, into Common Stock of the Issuer on a 2.6-for-one basis. In addition, effective upon the closing of the Issuer's initial public offering of its Common Stock, each share of preferred stock will automatically convert on a 2.6-for-one basis without payment of consideration. The preferred stock has no expiration date.
2. The shares are directly held by Third Rock Ventures III, L.P. ("TRV III"). The general partner of TRV III is Third Rock Ventures GP III, L.P. ("TRV GP III"). The general partner of TRV GP III is TRV GP III, LLC ("TRV GP III LLC"). The individual managers of TRV GP III LLC are Mark Levin ("Levin"), Kevin Starr ("Starr") and Dr. Robert Tepper ("Tepper"). Each of TRV GP III, TRV GP III LLC, Levin, Starr and Tepper disclaims beneficial ownership of these shares except to the extent of its or his pecuniary interest therein, if any.
Remarks:
Exhibit 24 Power of Attorney and Exhibit 99 Joint Filer Information
/s/ Kevin Gillis, Chief Financial Officer of TRV GP III, LLC, general partner of Third Rock Ventures GP III, L.P., general partner of Third Rock Ventures III, L.P. 02/02/2016
/s/ Kevin Gillis, Chief Financial Officer of TRV GP III, LLC, general partner of Third Rock Ventures GP III, L.P. 02/02/2016
/s/ Kevin Gillis, Chief Financial Officer of TRV GP III, LLC 02/02/2016
/s/ Kevin Gillis by power of attorney for Mark Levin 02/02/2016
/s/ Kevin Gillis by power of attorney for Kevin Starr 02/02/2016
/s/ Kevin Gillis by power of attorney for Dr. Robert Tepper 02/02/2016
** 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 5 (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.
                                                                      EXHIBIT 24

                                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. Each of the undersigned may execute this power of
attorney in separate counterparts, and each counterpart shall be deemed to be an
original instrument. This agreement shall be effective as to each of the
undersigned as of the date signed by that signatory.

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



                                                                      EXHIBIT 99

                         FORM 3 JOINT FILER INFORMATION

Names of Joint Filers:

Third Rock Ventures III, L.P.

Third Rock Ventures GP III, L.P.

TRV GP III, LLC

Mark Levin

Kevin Starr

Dr. Robert Tepper


Address of Joint Filers:

C/O Third Rock Ventures, LLC
29 Newbury Street, 3rd Floor
Boston, MA 02116

Designated Filer:

Third Rock Ventures III, L.P.


Issuer and Ticker Symbol:

Editas Medicines, Inc. [EDIT]

Date of Event:

February 2, 2016


Signatures of Joint Filers:

                                        THIRD ROCK VENTURES III, L.P.

                                        By:  THIRD ROCK VENTURES GP III, L.P.,
                                        General Partner

                                        By:  TRV GP III, LLC,
                                        General Partner


                                        By: /s/ Kevin Gillis
                                            ------------------------------------
                                        Kevin Gillis
                                        Chief Financial Officer

                                        THIRD ROCK VENTURES GP III, L.P.

                                        By:  TRV GP III, LLC,
                                        General Partner

                                        By: /s/ Kevin Gillis
                                            ------------------------------------
                                        Kevin Gillis
                                        Chief Financial Officer

                                        TRV GP III, LLC

                                        By: /s/ Kevin Gillis
                                            ------------------------------------
                                        Kevin Gillis
                                        Chief Financial Officer

                                        MARK LEVIN

                                        /s/ Kevin Gillis, As attorney-in-fact
                                        ----------------------------------------
                                        Mark Levin


                                        KEVIN P. STARR

                                        /s/ Kevin Gillis, As attorney-in-fact
                                        ----------------------------------------
                                        Kevin Starr

                                        ROBERT I. TEPPER

                                        /s/ Kevin Gillis, As attorney-in-fact
                                        ----------------------------------------
                                        Dr. Robert Tepper