Ownership Submission
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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Gould Terry P
  2. Issuer Name and Ticker or Trading Symbol
OncoMed Pharmaceuticals Inc [OMED]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O ONCOMED PHARMACEUTICALS, INC., 800 CHESAPEAKE DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
05/09/2014
(Street)

REDWOOD CITY, CA 94063
4. If Amendment, Date 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
(City)
(State)
(Zip)
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 05/09/2014   J(1)   3,115 A $ 0 3,115 I By Brinson Partnership Fund - 2001 Primary Fund, L.P. (2)
Common Stock 08/08/2014   J(1)   3,002 A $ 0 6,117 I By Brinson Partnership Fund - 2001 Primary Fund, L.P. (2)
Common Stock 05/09/2014   J(1)   2,377 A $ 0 2,377 I By The 2001 Primary Brinson Partnership Fund Offshore Series Company Ltd. (3)
Common Stock 08/08/2014   J(1)   2,291 A $ 0 4,668 I By The 2001 Primary Brinson Partnership Fund Offshore Series Company Ltd. (3)
Common Stock 05/09/2014   J(1)   7,486 A $ 0 7,486 I By UBS Global Asset Management Trust Company as Trustee of the Brinson Partnership Fund Trust- 2001 (4)
Common Stock 08/08/2014   J(1)   7,215 A $ 0 14,701 I By UBS Global Asset Management Trust Company as Trustee of the Brinson Partnership Fund Trust- 2001 (4)
Common Stock 05/09/2014   J(1)   1,695 A $ 0 1,695 I By The Bank of New York Mellon as Trustee for the Hewlett-Packard Company Master Trust (5)
Common Stock 08/08/2014   J(1)   1,634 A $ 0 3,329 I By The Bank of New York Mellon as Trustee for the Hewlett-Packard Company Master Trust (5)
Common Stock 05/09/2014   J(1)   1,017 A $ 0 1,017 I By Orange County Employees Retirement System (6)
Common Stock 08/08/2014   J(1)   980 A $ 0 1,997 I By Orange County Employees Retirement System (6)
Common Stock 05/09/2014   J(1)   4,747 A $ 0 4,747 I By State Universities Retirement System Private Trust I (7)
Common Stock 08/08/2014   J(1)   4,575 A $ 0 9,322 I By State Universities Retirement System Private Trust I (7)
Common Stock               641,750 I By Adams Street 2006 Direct Fund, L.P. (8)
Common Stock               592,953 I By Adams Street V, L.P. (9)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Gould Terry P
C/O ONCOMED PHARMACEUTICALS, INC.
800 CHESAPEAKE DRIVE
REDWOOD CITY, CA 94063
  X      

Signatures

 /s/ Alicia J. Hager, Attorney-in-Fact for Terry P. Gould   01/13/2015
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The shares were received for no consideration as part of a pro-rata distribution of shares by funds controlled by US Venture Partners
(2) Represents Shares held directly by Brinson Partnership Fund-2001 Primary Fund, L.P. ("BPF 2001Primary"). Adams Street Partners, LLC ("ASP") is the sub-advisor and is acting under power of attorney, and may be deemed to have sole voting and investment power over the shares held by BPF 2001. David Brett, Jeffrey T. Diehl, Elisha (Terry) P. Gould III, Robin P. Murray, Sachin Tulyani, Craig D. Waslin and David Welsh are partners of ASP (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by BPF 2001 Primary. Such persons and entities disclaim beneficial ownership of shares held by BPF 2001 Primary, except to the extent of any pecuniary interest therein.
(3) Represents Shares held directly by The 2001 Primary Brinson Partnership Fund Offshore Series Company Ltd. ("BPF 2001Offshore"). Adams Street Partners, LLC ("ASP") is the sub-advisor and is acting under power of attorney, and may be deemed to have sole voting and investment power over the shares held by BPF 2001Offshore. David Brett, Jeffrey T. Diehl, Elisha (Terry) P. Gould III, Robin P. Murray, Sachin Tulyani, Craig D. Waslin and David Welsh are partners of ASP (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by BPF 2001 Offshore. Such persons and entities disclaim beneficial ownership of shares held by BPF 2001 Offshore, except to the extent of any pecuniary interest therein.
(4) Represents Shares held directly by UBS Global Asset Management Trust Company as Trustee of the Brinson Partnership Fund Trust- 2001 Primary Fund ("BPF 2001Trust"). Adams Street Partners, LLC ("ASP") is the sub-advisor and is acting under power of attorney, and may be deemed to have sole voting and investment power over the shares held by BPF 2001Trust. David Brett, Jeffrey T. Diehl, Elisha (Terry) P. Gould III, Robin P. Murray, Sachin Tulyani, Craig D. Waslin and David Welsh are partners of ASP (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by BPF 2001Trust. Such persons and entities disclaim beneficial ownership of shares held by BPF 2001 Trust, except to the extent of any pecuniary interest therein.
(5) Represents Shares held directly by The Bank of New York Mellon as Trustee for the Hewlett-Packard Company Master Trust (fka EDS Retirement Plan Trust) ("HP Trust"). Adams Street Partners, LLC ("ASP"), the advisor acting under power of attorney may be deemed to have sole voting and investment power over the shares held by HP Trust. David Brett, Jeffrey T. Diehl, Elisha (Terry) P. Gould III, Robin P. Murray, Sachin Tulyani, Craig D. Waslin and David Welsh are partners of ASP (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by HP Trust. Such persons and entities disclaim beneficial ownership of shares held by HP Trust, except to the extent of any pecuniary interest therein.
(6) Represents Shares held directly by Orange County Employees Retirement System ("OCERS"). Adams Street Partners, LLC ("ASP"), the advisor acting under power of attorney may be deemed to have sole voting and investment power over the shares held by OCERS. David Brett, Jeffrey T. Diehl, Elisha (Terry) P. Gould III, Robin P. Murray, Sachin Tulyani, Craig D. Waslin and David Welsh are partners of ASP (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by OCERS. Such persons and entities disclaim beneficial ownership of shares held by OCERS, except to the extent of any pecuniary interest therein.
(7) Represents Shares held directly by State Universities Retirement System Private Trust I ("SURS"). Adams Street Partners, LLC ("ASP"), the advisor acting under power of attorney may be deemed to have sole voting and investment power over the shares held by SURS. David Brett, Jeffrey T. Diehl, Elisha (Terry) P. Gould III, Robin P. Murray, Sachin Tulyani, Craig D. Waslin and David Welsh are partners of ASP (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by SURS. Such persons and entities disclaim beneficial ownership of shares held by SURS, except to the extent of any pecuniary interest therein.
(8) Represents Shares held directly by Adams Street 2006 Direct Fund, L.P. ("AS 2006"). ASP 2006 Direct Management, LLC, the general partner of AS 2006, and Adams Street Partners, LLC ("ASP"), the managing member of ASP 2006 Direct Management, LLC, may each be deemed to have sole voting and investment power over the shares held by AS 2006. David Brett, Jeffrey T. Diehl, Elisha (Terry) P. Gould III, Robin P. Murray, Sachin Tulyani, Craig D. Waslin and David Welsh are partners of ASP (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS 2006. Such persons and entities disclaim beneficial ownership of shares held by AS 2006, except to the extent of any pecuniary interest therein.
(9) Represents Shares held directly by Adams Street V, L.P. ("AS V"). Adams Street Partners, LLC ("ASP"), the general partner of AS V may be deemed to have sole voting and investment power over the shares held by AS V. David Brett, Jeffrey T. Diehl, Elisha (Terry) P. Gould III, Robin P. Murray, Sachin Tulyani, Craig D. Waslin and David Welsh are partners of ASP (or a subsidiary thereof) and may be deemed to share voting and investment power over the shares held by AS V. Such persons and entities disclaim beneficial ownership of shares held by AS V, except to the extent of any pecuniary interest therein.

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