0000890465-13-000015.txt : 20130904 0000890465-13-000015.hdr.sgml : 20130904 20130904213343 ACCESSION NUMBER: 0000890465-13-000015 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130830 FILED AS OF DATE: 20130904 DATE AS OF CHANGE: 20130904 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NPS PHARMACEUTICALS INC CENTRAL INDEX KEY: 0000890465 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 870439579 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 550 HILLS DRIVE CITY: BEDMINSTER STATE: NJ ZIP: 07921 BUSINESS PHONE: (908) 450-5300 MAIL ADDRESS: STREET 1: 550 HILLS DRIVE CITY: BEDMINSTER STATE: NJ ZIP: 07921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GARCEAU ROGER CENTRAL INDEX KEY: 0001451767 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-23272 FILM NUMBER: 131079119 MAIL ADDRESS: STREET 1: 550 HILLS DRIVE CITY: BEDMINSTER STATE: NJ ZIP: 07921 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-08-30 0000890465 NPS PHARMACEUTICALS INC NPSP 0001451767 GARCEAU ROGER 550 HILLS DRIVE BEDMINSTER NJ 07921 0 1 0 0 SVP & CMO Common Stock 2013-08-30 4 M 0 74242 3.34 A 138388 D Common Stock 2013-08-30 4 M 0 9375 5.98 A 147763 D Common Stock 2013-08-30 4 M 0 26383 8.25 A 174146 D Common Stock 2013-08-30 4 S 0 110000 25.1807 D 64146 D Stock Options 3.34 2013-08-30 4 M 0 1622 0 D 2020-02-19 Common Stock 1622 8378 D Stock Options 3.34 2013-08-30 4 M 0 12620 0 D 2020-02-19 Common Stock 12620 27380 D Stock Options 3.34 2013-08-30 4 M 0 60000 0 D 2020-02-19 Common Stock 60000 20000 D Stock Options 5.98 2013-08-30 4 M 0 9375 0 D 2018-12-11 Common Stock 9375 0 D Stock Options 8.25 2013-08-30 4 M 0 26383 0 D 2021-02-17 Common Stock 26383 28617 D 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. 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. 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. 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. 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. 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. 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. /s/Roger Garceau, Edward Stratemeier as attorny-in-fact 2013-09-04