Sec Form 4 Filing - Nader Francois @ NPS PHARMACEUTICALS INC - 2013-09-26

Insider filing report for Changes in Beneficial Ownership
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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
Nader Francois
2. Issuer Name and Ticker or Trading Symbol
NPS PHARMACEUTICALS INC [ NPSP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, CEO and Director
(Last) (First) (Middle)
550 HILLS DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
09/26/2013
(Street)
BEDMINSTER, NJ07921
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 09/26/2013 M( 1 ) 19,350 A $ 5.05 236,828 D
Common Stock 09/26/2013 M( 1 ) 992 A $ 5.85 237,820 D
Common Stock 09/26/2013 S( 1 ) 143,503 D $ 33.07 ( 2 ) 94,317 D
Common Stock 09/26/2013 S( 1 ) 6,497 D $ 33.6 ( 3 ) 87,820 D
Common Stock 09/27/2013 M( 1 ) 17,008 A $ 5.85 104,828 D
Common Stock 09/27/2013 M( 1 ) 16,650 A $ 6.16 121,478 D
Common Stock 09/27/2013 M( 1 ) 9,800 A $ 5.71 131,278 D
Common Stock 09/27/2013 S( 1 ) 43,458 D $ 32.3558 ( 4 ) 87,820 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 $ 5.05 09/26/2013 M( 1 ) 19,350 ( 5 ) 07/15/2018 Common Stock 19,350 $ 0 3,150 D
Stock Options $ 5.85 09/26/2013 M( 1 ) 992 ( 6 ) 10/15/2018 Common Stock 992 $ 0 21,508 D
Stock Options $ 5.85 09/27/2013 M( 1 ) 17,008 ( 6 ) 10/15/2018 Common Stock 17,008 $ 0 4,500 D
Stock Options $ 6.16 09/27/2013 M( 1 ) 16,650 ( 7 ) 01/15/2019 Common Stock 16,650 $ 0 5,850 D
Stock Options $ 5.71 09/27/2013 M( 1 ) 9,800 ( 8 ) 01/20/2019 Common Stock 9,800 $ 0 82,826 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Nader Francois
550 HILLS DRIVE
BEDMINSTER, NJ07921
X President, CEO and Director
Signatures
/s/ Francois Nader, by Edward Stratemeier as attorney-in-fact 09/30/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares were sold pursuant to a predefined price target in a trading plan qualified under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, that was effective September 26, 2013.
( 2 )The price shown above represents the weighted average price of the shares sold. The range of sales prices was $32.51 and $33.50. The Reporting Person will provide to the Issuer, any security holder of the Issuer, or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range of prices actually paid.
( 3 )The price shown above represents the weighted average price of the shares sold. The range of sales prices was $33.52 and $33.69. The Reporting Person will provide to the Issuer, any security holder of the Issuer, or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range of prices actually paid.
( 4 )The price shown above represents the weighted average price of the shares sold. The range of sales prices was $32.05 and $32.77. The Reporting Person will provide to the Issuer, any security holder of the Issuer, or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range of prices actually paid.
( 5 )On July 15, 2008, the Reporting Person received a grant of 22,500 stock options under the Issuer's 1998 Stock Option Plan. The options become exercisable based on the following vesting schedule: 28% on the first anniversary of the grant and 2% each month thereafter.
( 6 )On October 15, 2008, the Reporting Person received a grant of 22,500 stock options under the Issuer's 1998 Stock Option Plan. The options become exercisable based on the following vesting schedule: 28% on the first anniversary of the grant and 2% each month thereafter.
( 7 )On January 15, 2009, the Reporting Person received a grant of 22,500 stock options under the Issuer's 1998 Stock Option Plan. The options become exercisable based on the following vesting schedule: 28% on the first anniversary of the grant and 2% each month thereafter.
( 8 )On January 20, 2009, the Reporting Person received a grant of performance based options under the Issuer's 1998 Stock Option Plan. The actual number of options received was 92,626, which was determined based on the performance of the Issuer's common stock relative to the performance of stock comprising a selected market index. 50% of such options vested and became exercisable on the second anniversary of the date of grant and the remaining 50% of such options vested and became exercisable on the third anniversary of the date of grant.

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