Sec Form 4 Filing - McIntyre Gail Frances @ Furiex Pharmaceuticals, Inc. - 2014-07-02

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 McIntyre Gail Frances 2. Issuer Name and Ticker or Trading Symbol Furiex Pharmaceuticals, Inc. [ FURX] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Senior Vice President-Research (Last) (First) (Middle) C/O FURIEX PHARMACEUTICALS, INC.,, 3900 PARAMOUNT PARKWAY, SUITE 150 3. Date of Earliest Transaction (MM/DD/YY) 07/02/2014 (Street) MORRISVILLE, NC27560 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 Common Stock 07/02/2014 D 24,318 D 0 D

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 Options (to buy) $ 9.11 07/02/2014 D 22,763 ( 2 ) 06/17/2020 Common Stock 22,763 ( 3 ) 0 D Stock Options (to buy) $ 13.16 07/02/2014 D 26,219 ( 2 ) 10/03/2021 Common Stock 26,219 ( 3 ) 0 D Stock Options (to buy) $ 17.8 07/02/2014 D 10,368 ( 2 ) 02/24/2022 Common Stock 10,368 ( 3 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other McIntyre Gail Frances C/O FURIEX PHARMACEUTICALS, INC., 3900 PARAMOUNT PARKWAY, SUITE 150 MORRISVILLE, NC27560 Senior Vice President-Research Signatures /s/ Gail F. McIntyre 07/02/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Agreement and Plan of Merger by and among Forest Laboratories, Inc., Royal Empress, Inc. and Furiex Pharmaceuticals, Inc. (the "Company") dated as of April 27, 2014 (the "Agreement"), each share of the Company's common stock was exchanged for $95.00 in cash, without interest, less any applicable withholding taxes ("Cash Consideration"), plus one contingent value right (a "CVR"), which represents the right to receive contingent payments of up to approximately $30.00 in cash in the aggregate, without interest, less any applicable withholding taxes, if specified milestones are achieved within agreed upon time periods. ( 2 )All options became 100% vested on June 11, 2014 in connection with the Agreement. ( 3 )Pursuant to the Agreement, each stock option of the Company was exchanged for (A) an amount in cash equal to the product of (1) the total number of shares of the Company's common stock subject to the option immediately prior to the effective time multiplied by (2) the excess, if any, of the per Cash Consideration over the exercise price per share of common stock under the option and (B) one CVR multiplied by the total number of shares of common stock subject to the option (assuming full vesting of the option) had the Reporting Person exercised such option in full immediately prior to the effective time of the merger.

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