SEC Form 4 · accession 0001104659-15-007835

NPS PHARMACEUTICALS INC · NPSP

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Joseph J Rogus

Officer — SVP, GTO & Supply Chain Mngmt

Period of report

Feb 5, 2015

Accepted (ET)

Feb 9, 2015 · 4:37 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000890465

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock	Feb 5, 2015	M	16,875	$8.25	A	37,026	D
Common Stock	Feb 5, 2015	M	11,434	$8.23	A	48,460	D
Common Stock	Feb 5, 2015	M	4,313	$3.34	A	52,773	D
Common Stock^F1	Feb 5, 2015	S	32,622	$45.8968	D	20,151	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Options (right to buy)^F2	$8.25	Feb 5, 2015	M	16,875	D	—	Feb 17, 2021	Common Stock	16,875	2,813	D
Employee Stock Options (right to buy)^F3	$8.23	Feb 5, 2015	M	11,434	D	—	Feb 13, 2023	Common Stock	11,434	14,702	D
Employee Stock Options (right to buy)^F4	$3.34	Feb 5, 2015	M	4,313	D	—	Feb 19, 2020	Common Stock	4,313	69,738	D

Explanation of responses

F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.89 to $45.93, inclusive. The reporting person undertakes to provide to NPS Pharmaceuticals, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (1) to this Form 4.
F2On February 17, 2011, the reporting person received a grant of 45,000 stock options under the Issuer's 1998 Stock Option Plan. The options became exercisable based on the following vesting schedule: 25% on the first anniversary of the grant and 6.25% every three months thereafter.
F3On February 13, 2013, the reporting person received a grant of 26,136 stock options under the Issuer's 2005 Omnibus Incentive Plan. The options became exercisable based on the following vesting schedule: 25% on the first anniversary of the grant and 6.25% every three months thereafter.
F4On 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. As of the date of this filing, the performance criteria and the time-based criteria for 112,125 of these options has been satisfied. These options vested and became exercisable based on the following vesting schedule: 25% on each of the first four anniversaries of the date of grant.