Sec Form 4 Filing - BVF PARTNERS L P/IL @ Oncothyreon Inc. - 2015-02-05

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person BVF PARTNERS L P/IL 2. Issuer Name and Ticker or Trading Symbol Oncothyreon Inc. [ ONTY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) ONE SANSOME STREET, 30TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 02/05/2015 (Street) SAN FRANCISCO, CA94104 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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, $0.0001 par value ( 1 ) 02/05/2015 J 2,600,000 D 3,762,683 I ( 2 ) By Biotechnology Value Fund, L.P. Common Stock, $0.0001 par value ( 1 ) 02/05/2015 J 1,400,000 D 1,898,293 I ( 3 ) By Biotechnology Value Fund II, L.P.

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Preferred Stock, $0.0001 per share ( 6 ) $ 1.5 02/05/2015 J 2,600 02/05/2015 ( 6 ) Common Stock, $0.0001 par value 2,600,000 ( 4 ) ( 5 ) 2,600 I ( 2 ) By Biotechnology Value Fund, L.P. Preferred Stock, $0.0001 per share ( 6 ) $ 1.5 02/05/2015 J 1,400 02/05/2015 ( 6 ) Common Stock, $0.0001 par value 1,400,000 ( 4 ) ( 5 ) 1,400 I ( 3 ) By Biotechnology Value Fund II, L.P.

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BVF PARTNERS L P/IL ONE SANSOME STREET 30TH FLOOR SAN FRANCISCO, CA94104 X BIOTECHNOLOGY VALUE FUND L P ONE SANSOME STREET 30TH FLOOR SAN FRANCISCO, CA94104 See Explanation of Responses BIOTECHNOLOGY VALUE FUND II LP ONE SANSOME STREET 30TH FLOOR SAN FRANCISCO, CA94104 See Explanation of Responses BVF INC/IL ONE SANSOME STREET 30TH FLOOR SAN FRANCISCO, CA94104 X LAMPERT MARK N ONE SANSOME STREET 30TH FLOOR SAN FRANCISCO, CA94104 X Signatures BVF Partners L.P., By: BVF Inc., its GP, By: /s/ Mark N. Lampert, President 02/09/2015 Signature of Reporting Person Date BIOTECHNOLOGY VALUE FUND, L.P. By: BVF Partners L.P., its GP, By: BVF Inc., By: /s/ Mark N. Lampert, President 02/09/2015 Signature of Reporting Person Date BIOTECHNOLOGY VALUE FUND II, L.P., By: BVF Partners L.P., its GP, By: BVF Inc., By: /s/ Mark N. Lampert, President 02/09/2015 Signature of Reporting Person Date BVF INC., By: /s/ Mark N. Lampert, President 02/09/2015 Signature of Reporting Person Date Mark N. Lampert, By: /s/ Mark N. Lampert 02/09/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This Form 4 is filed jointly by Biotechnology Value Fund, L.P. ("BVF"), Biotechnology Value Fund II, L.P. ("BVF2"), BVF Partners L.P. ("Partners"), BVF Inc. and Mark N. Lampert. (collectively, the "Reporting Persons"). Each of the Reporting Persons is a member of a Section 13(d) group that collectively owns less than 10% of the Issuer's outstanding shares of Common Stock and is no longer subject to Section 16 following the reporting of the transactions herein. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. ( 2 )Represents securities owned directly by BVF. As the general partner of BVF, Partners may be deemed to beneficially own the securities owned directly by BVF. As the investment adviser and general partner of Partners, BVF Inc., may be deemed to beneficially own the securities owned directly by BVF. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF. ( 3 )Represents securities owned directly by BVF2. As the general partner of BVF2, Partners may be deemed to beneficially own the securities owned directly by BVF2. As the investment adviser and general partner of Partners, BVF Inc., may be deemed to beneficially own the securities owned directly by BVF2. As a director and officer of BVF Inc., Mr. Lampert may be deemed to beneficially own the securities owned directly by BVF2. ( 4 )This Form 4 is filed in connection with the exchange by the Reporting Persons of a total of 4,000,000 shares of Common Stock for a total of 4,000 shares of Series B Convertible Preferred Stock (the "Preferred Stock"). Pursuant to the terms of the Preferred Stock, the Reporting Persons have the right to convert the Preferred Stock into 4,000,000 shares of Common Stock at a conversion price of $1.50 per share of underlying Common Stock, subject to adjustment in the event of stock splits, recapitalizations and other similar events affecting the Issuer's Common Stock (as adjusted, the "Conversion Price"); ( 5 )(continued from the previous footnote 4) provided, however, that the Preferred Stock cannot be converted by the exchanging stockholders if, after giving effect thereto, the exchanging stockholders would beneficially own more than 4.99% of the issued and outstanding Common Stock, calculated as provided in the Certificate of Designation establishing the Preferred Stock. However, the Reporting Persons may amend the limitation to no more than 19.99% by providing notice to the Issuer (the "Beneficial Ownership Conversion Limit"). ( 6 )Represents shares of Preferred Stock (defined above), with a stated value of $1,500 per share (the "Stated Value"). Shares of Preferred Stock are convertible into Common Stock at a ratio determined by dividing the Stated Value by the Conversion Price. The Preferred Stock has no expiration date. The holders of the Preferred Stock will not have the right to vote on any matter except to the extent required by Delaware law.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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