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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* PAKIANATHAN DEEPIKA (Last) (First) (Middle) C/O DELPHI VENTURES 3000 SAND HILL RD., BLDG 1, SUITE 135 (Street) MENLO PARK CA 94025 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ALDER BIOPHARMACEUTICALS INC [ ALDR ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/13/2014
	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	05/13/2014		C		2,463,894	A	(1)	2,463,894	I	By Delphi Ventures VII, L.P.(2)
Common Stock	05/13/2014		C		24,638	A	(1)	2,488,532	I	By Delphi BioInvestments VII, L.P.(3)
Common Stock	05/13/2014		P		346,535	A	$10	2,835,067	I	By Delphi Ventures VII, L.P.(2)
Common Stock	05/13/2014		P		3,465	A	$10	2,838,532	I	By Delphi BioInvestments VII, L.P.(3)

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
Series C Preferred Stock	(1)	05/13/2014		C			2,083,541	(1)	(1)	Common Stock	2,083,541	$0.00(1)	0	I	By Delphi Ventures VII, L.P.(2)
Series D Preferred Stock	(1)	05/13/2014		C			380,353	(1)	(1)	Common Stock	380,353	$0.00(1)	0	I	By Delphi Ventures VII, L.P.(2)
Series C Preferred Stock	(1)	05/13/2014		C			20,835	(1)	(1)	Common Stock	20,835	$0.00(1)	0	I	By Delphi BioInvestments VII, L.P.(3)
Series D Preferred Stock	(1)	05/13/2014		C			3,803	(1)	(1)	Common Stock	3,803	$0.00(1)	0	I	By Delphi BioInvestments VII, L.P.(3)

Explanation of Responses:

1. The preferred stock converted into common stock on a 1-for-1 basis upon the closing of the issuer's initial public offering and had no expiration date.

2. These securities are directly held by Delphi Ventures VII, L.P. ("DV VII"). Delphi Management Partners VII, L.L.C. ("DMP VII") is the general partner of DV VII and may be deemed to have sole voting and dispositive power over the securities held by DV VII. The Reporting Person is a managing member of DMP VII and may be deemed to share voting and dispositive power over the securities held by DV VII. The Reporting Person disclaims beneficial ownership of the securities held by DV VII, except to the extent of any pecuniary interest therein.

3. These securities are directly held by Delphi BioInvestments VII, L.P. ("DBI VII"). Delphi Management Partners VII, L.L.C. ("DMP VII") is the general partner of DBI VII and may be deemed to have sole voting and dispositive power over the securities held by DBI VII. The Reporting Person is a managing member of DMP VII and may be deemed to share voting and dispositive power over the securities held by DBI VII. The Reporting Person disclaims beneficial ownership of the securities held by DBI VII, except to the extent of any pecuniary interest therein.

Remarks:

	/s/ Matthew T. Potter, Attorney-in-Fact for Deepika R. Pakianathan, Ph.D.	05/13/2014
	** 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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