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
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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*
Welsh Michael C.

(Last) (First) (Middle)
110 - 110TH AVENUE NE
SUITE 685

(Street)
BELLEVUE WA 98004

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Oncothyreon Inc. [ ONTY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/10/2007
4. If Amendment, Date of 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
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 12/10/2007 J(1) 616 A (2) 616 D
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
Stock Option (right to buy) $36.42 12/10/2007 J(1) 833 12/10/2007 02/28/2010 Common Stock 833 $0 833 D
Stock Option (right to buy) $12.6 12/10/2007 J(1) 1,666 12/10/2007 11/01/2010 Common Stock 1,666 $0 1,666 D
Stock Option (right to buy) $11.16 12/10/2007 J(1) 833 12/10/2007 12/04/2010 Common Stock 833 $0 833 D
Stock Option (right to buy) $10.38 12/10/2007 J(1) 289 12/10/2007 03/25/2011 Common Stock 289 $0 289 D
Stock Option (right to buy) $10.26 12/10/2007 J(1) 292 12/10/2007 08/05/2011 Common Stock 292 $0 292 D
Stock Option (right to buy) $12.9 12/10/2007 J(1) 232 12/10/2007 11/03/2011 Common Stock 232 $0 232 D
Stock Option (right to buy) $11.1 12/10/2007 J(1) 1,666 12/10/2007 12/09/2011 Common Stock 1,666 $0 1,666 D
Stock Option (right to buy) $13.2 12/10/2007 J(1) 833 (3) 01/20/2012 Common Stock 833 $0 833 D
Stock Option (right to buy) $16.02 12/10/2007 J(1) 187 (4) 03/02/2012 Common Stock 187 $0 187 D
Stock Option (right to buy) $14.4 12/10/2007 J(1) 208 (5) 04/07/2012 Common Stock 208 $0 208 D
Stock Option (right to buy) $9.24 12/10/2007 J(1) 324 (6) 08/04/2012 Common Stock 324 $0 324 D
Stock Option (right to buy) $10.62 12/10/2007 J(1) 282 (7) 11/04/2012 Common Stock 282 $0 282 D
Stock Option (right to buy) $15 12/10/2007 J(1) 200 12/10/2007 03/11/2013 Common Stock 200 $0 200 D
Stock Option (right to buy) $15 12/10/2007 J(1) 466 12/10/2007 05/04/2013 Common Stock 466 $0 466 D
Stock Option (right to buy) $12 12/10/2007 J(1) 583 12/10/2007 07/29/2013 Common Stock 583 $0 583 D
Stock Option (right to buy) $8.64 12/10/2007 J(1) 5,833 (8) 11/16/2014 Common Stock 5,833 $0 5,833 D
Restricted Share Units (9) 12/10/2007 J(1) 3,166 (10) (10) Common Stock 3,166 $0 3,166 D
Restricted Share Units (9) 12/10/2007 J(1) 2,388 (11) (11) Common Stock 2,388 $0 2,388 D
Restricted Share Units (9) 12/10/2007 J(1) 989 (12) (12) Common Stock 989 $0 989 D
Explanation of Responses:
1. Pursuant to a plan of arrangement effective on December 10, 2007 (the "Arrangement"), under which Issuer exchanged one (1) share of Issuer Common Stock, $0.0001 par value, for each six (6) Biomira Inc. common shares and assumed Biomira Inc.'s stock option plan and restricted share unit plan.
2. Received in exchange for Biomira Inc. common shares in connection with the Arrangement. On the effective date of the Arrangement, the closing price of Issuer's common stock was $3.52 per share.
3. The option vests in four equal annual installments beginning on January 20, 2004
4. The option vests in four equal annual installments beginning on March 2, 2004
5. The option vests in four equal annual installments beginning on April 7, 2004
6. The option vests in four equal annual installments beginning on August 4, 2004
7. The option vests in four equal annual installments beginning on November 4, 2004
8. The option vests in four equal annual installments beginning on November 16, 2006
9. Each restricted share unit represents a contingent right to receive one (1) share of Issuer's common stock
10. The restricted share units vest fully on December 14, 2010
11. The restricted share units vest fully on December 31, 2011
12. The restricted share units vest fully on May 3, 2012
Barbara A. Mery, attorney-in-fact on behalf of Michael Welsh 12/12/2007
** 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).
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