Sec Form 4 Filing - Russo Carlo @ Adverum Biotechnologies, Inc. - 2016-05-11

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 Russo Carlo 2. Issuer Name and Ticker or Trading Symbol Adverum Biotechnologies, Inc. [ ADVM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP and Chief Medical Officer (Last) (First) (Middle) C/O AVALANCHE BIOTECHNOLOGIES, INC., 1035 O'BRIEN DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 05/11/2016 (Street) MENLO PARK, CA94025 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ 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

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 Stock Option (Right to Buy) $ 0.21 ( 1 ) 05/11/2016 A 715,991 ( 2 ) 10/20/2025 Common Stock 715,991 $ 0 715,991 D Stock Option (RIght to Buy) $ 4.14 05/11/2016 A 66,000 ( 3 ) 05/10/2026 Common Stock 66,000 $ 0 66,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Russo Carlo C/O AVALANCHE BIOTECHNOLOGIES, INC. 1035 O'BRIEN DRIVE MENLO PARK, CA94025 EVP and Chief Medical Officer Signatures /s/ Michael Swartzburg, Attorney-in-Fact for Carlo Russo 05/13/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the acquisition agreement, dated as of January 29, 2016 and amended on April 6, 2016, by and among the Issuer, Annapurna Therapeutics SAS ("Annapurna"), the shareholders of Annapurna and Shareholder Representative Services LLC, at the closing of the transactions contemplated thereby, the Reporting Person's option to purchase shares of Annapurna (the "Annapurna Option") converted into an option relating to Adverum common stock (the "Adverum Option"). The amount of shares underlying the Adverum Option is equal to the number of shares of Annapurna common stock subject to the Annapurna Option multiplied by an exchange ratio of 9.54655 (the "Exchange Ratio") and rounded down to the nearest whole number. The exercise price per share of the Adverum Option is equal to the exercise price per share of the Annapurna Option divided by the Exchange Ratio. ( 2 )The shares subject to the option vest and become exercisable in 48 successive, equal monthly installments, starting on July 1, 2015, subject to the Reporting Person's continued service with the Issuer on each such vesting date. ( 3 )Twenty-five percent (25%) of the shares subject to the option vest and become exercisable on the first anniversary of May 11, 2016 (the "Vesting Commencement Date"), and then 1/48th of the shares subject to the option vest and become exercisable monthly thereafter, such that all of the shares subject to the option shall become vested and exercisable as of the fourth anniversary of the Vesting Commencement Date, subject to the Reporting Person's continued service with the Issuer on each such vesting 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).

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