ex102.htm


    Exhibit
10.2

     

    
      
        
          
            
              
                
                  
                    	
                            Oncothyreon
      Inc.                                                      

                          	MAIN 	206.801.2100
	
                            www.oncothyreon.com                                                      

                          	FAX   	206.801.2101
	 	 
	
                            2601
      Fourth Ave., Suite 500

                            Seattle,
      WA 98121

                          	 


                  

                

              

            

          

        

      

    

     

    


    June 4,
2009

    


    


    


    Mr.
Scott Robert Peterson

    


    Woodinville,
WA 98077

    


    


    Dear
Scott,

     

    I
am delighted to offer you the position of Vice President, Research &
Development at Oncothyreon Inc.  This position reports to Gary
Christianson, Chief Operating Officer.  Your official start date will
be determined upon acceptance.  This offer is contingent on the
approval by the Board of Director's Compensation Committee.  Our offer
includes the following:

    
    

    
      


      
        
          	
                  1.

                	
                  A
      base salary for a regular, full-time position of $7,291.67 per
      semi-monthly pay period (equivalent to $175,000 on an annual
      basis).  Salaries are paid twice a month, by direct deposit, on
      the 15th and the second last banking day of each month.

                
	 
      	 
      
	
                  2.

                	
                  You
      are eligible to participate in the Company's non-qualified Stock Option
      Plan.  The plan is governed by the Company's "Amended and
      Restated Share Option Plan" (the "Option Plan") and the terms of this
      document will govern.  A total of 25,000 (twenty-five thousand)
      optioned shares of the Company will be granted at the first Board of
      Directors meeting following your acceptance of this
      offer.  Stock options are vested over a four year
      period.

                
	 
      	 
      
	
                  3.

                	
                  You
      will be eligible for our performance bonus plan at the 25% (twenty-five
      percent) target level.  The performance bonus plan is governed
      by the Company's "Employee Incentive Program" document and the terms of
      this document will govern.  Goals for the plan are established
      at the beginning of the year, and payment is made following the close of
      the year.

                
	 
      	 
      
	
                  4.

                	
                  Medical,
      dental, vision and life insurance, long term disability, four weeks (20
      days) of accrued vacation and 10 paid holidays (both pro-rated per a
      regular, part-time position), and paid parking.

                
	 
      	 
      


        

      

      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

        
           

          Mr.
Scott Robert Peterson

          June
4, 2009

          Page
2

           

        

      

      
        
          	
                  5.

                	
                  You
      will become eligible for Oncothyreon matching contributions into the
      Company's 401(k) plan.  Oncothyreon will match your
      contributions into the plan, up to a maximum of 3% of your monthly gross
      salary (subject to maximums as deemed by law).  Contributions to
      this plan are made through payroll deductions.  This plan is
      governed by plan documents provided by our carrier for this
      benefit.

                


        

      

    

     

    To
protect the Company's proprietary interests, all of Oncothyreon's employees are
required to sign a Confidentiality Agreement as a condition of
employment.

     

    The
Company reserves the right to conduct reference checks and academic checks on
all its potential employees.  Your job offer is therefore contingent
upon a clearance of such investigations.  You also must be able to
prove your eligibility to work within the United States.

     

    Please
note that acceptance of this offer does not create a contract of continuing
employment with Oncothyreon Inc.  Employment with the company is on an
at-will basis, meaning that the employee or the company may terminate the
employment relationship at any time and for any reason not expressly prohibited
by law.

     

    If
you are in agreement with these terms please sign and return one copy of this
letter, the other copy is for your files, to acknowledge your acceptance by
Thursday June 11, 2009.  This may be
faxed to 206-801-2125.

     

    Scott,
we all look forward to you joining our team at Oncothyreon and I am confident
that you will be able to significantly contribute to the success of our
company.  Please feel free to contact me at 206-801-2124 if you have
any questions.

     

    Sincerely,

     

    /s/
Kathryn Knowles

     

    Kathryn
Knowles

    Director,
Human Resources

     

    


    
      
        
          
            
              	
                      /s/
      Scott Robert Peterson

                    	 	
                      6/9/2009

                    	 
	
                      Scott
      Robert Peterson

                    	 	
                      Date