Sec Form 4 Filing - GARCEAU ROGER @ NPS PHARMACEUTICALS INC - 2013-08-30

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 GARCEAU ROGER 2. Issuer Name and Ticker or Trading Symbol NPS PHARMACEUTICALS INC [ NPSP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP & CMO (Last) (First) (Middle) 550 HILLS DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 08/30/2013 (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 08/30/2013 M( 1 ) 74,242 A $ 3.34 138,388 D Common Stock 08/30/2013 M( 1 ) 9,375 A $ 5.98 147,763 D Common Stock 08/30/2013 M( 1 ) 26,383 A $ 8.25 174,146 D Common Stock 08/30/2013 S( 1 ) 110,000 D $ 25.1807 ( 2 ) 64,146 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 $ 3.34 08/30/2013 M( 1 ) 1,622 ( 3 ) 02/19/2020 Common Stock 1,622 $ 0 8,378 D Stock Options $ 3.34 08/30/2013 M( 1 ) 12,620 ( 4 ) 02/19/2020 Common Stock 12,620 $ 0 27,380 D Stock Options $ 3.34 08/30/2013 M( 1 ) 60,000 ( 5 ) 02/19/2020 Common Stock 60,000 $ 0 20,000 D Stock Options $ 5.98 08/30/2013 M( 1 ) 9,375 ( 6 ) 12/11/2018 Common Stock 9,375 $ 0 0 D Stock Options $ 8.25 08/30/2013 M( 1 ) 26,383 ( 7 ) 02/17/2021 Common Stock 26,383 $ 0 28,617 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other GARCEAU ROGER 550 HILLS DRIVE BEDMINSTER, NJ07921 SVP & CMO Signatures /s/Roger Garceau, Edward Stratemeier as attorny-in-fact 09/04/2013 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 May 22, 2013. ( 2 )The price shown above represents the weighted average price of the shares sold. The range of sales prices was $25.00 and $25.64. 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 )On February 19, 2010, the Reporting Person was granted options to purchase shares of Common Stock under the Issuer's 2005 Omnibus Incentive Plan, which are subject to both performance conditions and time-based vesting. On November 7, 2011, the performance criteria for 10,000 of these options had been satisfied because the Issuer's Phase 3 pivotal study of NPSP558 had met the primary efficacy endpoint of a 50 percent or greater reduction in oral calcium supplementation and active vitamin D therapy and a total serum calcium concentration that was normalized or maintained compared to baseline after 24 weeks of treatment. These 10,000 options will vest and become exercisable based on the following vesting schedule: 25% on each of the first four anniversaries of the date of grant. As of the date of this filing, 7,500 of the 10,000 options have vested. ( 4 )On February 19, 2010, the Reporting Person was granted options to purchase shares of Common Stock under the Issuer's 2005 Omnibus Incentive Plan, which are subject to both performance conditions and time-based vesting. On January 30, 2012, the performance criteria for 40,000 of these options had been satisfied because the Issuer's NDA was accepted by the FDA. These 40,000 options will vest and become exercisable based on the following vesting schedule: 25% on each of the first four anniversaries of the date of grant. As of the date of this filing, 30,000 of the 40,000 options have vested. ( 5 )On February 19, 2010, the Reporting Person was granted options to purchase shares of Common Stock under the Issuer's 2005 Omnibus Incentive Plan, which are subject to both performance conditions and time-based vesting. On December 21, 2012, the performance criteria for 80,000 of these options was satisfied when the FDA unanimously voted to approve the NDA for GATTEX for the treatment of SBS. These options will vest and become exercisable based on the following vesting schedule: 25% on each of the first four anniversaries of the date of grant. As of the date of this filing, 60,000 of the 80,000 options have vested. ( 6 )Stock options granted under the 1998 Stock Option Plan. The options become exercisable based on the following vesting schedule: 25% on the first anniversary of the grant and 6.25% every three months thereafter. As of the date of this filing, all of the 150,000 options granted on December 11, 2008 have vested. ( 7 )Stock options granted under the 1998 Stock Option Plan. The options become exercisable based on the following vesting schedule: 25% on the first anniversary of the grant and 6.25% every three months thereafter. As of the date of this filing, 34,374 of the 55,000 options granted on February 17, 2011 have vested.

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