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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

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/YYYY)

2/7/2015
(Street)

BEDMINSTER, NJ 07921
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   2/7/2015     J (1)    20301   A   (1) 233656   (2) D    
Common Stock   2/7/2015     F (3)    7263   D $45.85   226393   D    
Common Stock   2/12/2015     M    5625   A $3.25   232018   D    
Common Stock   2/12/2015     M    24466   A $3.34   256484   D    
Common Stock   2/12/2015     M    3262   A $8.21   259746   D    
Common Stock   2/12/2015     M    653   A $38.27   260399   D    
Common Stock   2/12/2015     M    9798   A   (4) 270197   D    
Common Stock   2/12/2015     F (3)    4943   D $45.85   265254   D    
Common Stock   2/13/2015     M    24301   A   (4) 289555   D    
Common Stock   2/13/2015     F (3)    12600   D $45.88   276955   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Employee Stock Options (right to buy)   $3.25   2/12/2015     M         5625      (5) 2/12/2020   Common Stock   5625   $0   67636   D    
Employee Stock Options (right to buy)   $3.34   2/12/2015     M         24466      (6) 2/19/2020   Common Stock   24466   $0   191534   D    
Employee Stock Options (right to buy)   $8.21   2/12/2015     M         3262      (7) 2/7/2022   Common Stock   3262   $0   104438   D    
Employee Stock Options (right to buy)   $38.27   2/12/2015     M         653      (8) 2/12/2024   Common Stock   653   $0   106643   D    
Restricted Stock Units     (9) 2/12/2015     A      80912         (10)   (10) Common Stock   80912   $0   80912   D    
Restricted Stock Units     (9) 2/12/2015     M         9798      (11)   (11) Common Stock   9798   $0   19598   D    
Restricted Stock Units     (9) 2/13/2015     M         24301      (12)   (12) Common Stock   24301   $0   24302   D    

Explanation of Responses:
( 1)  Shares acquired upon vesting of Restricted Stock Units granted to the Reporting Person on February 7, 2012 and reported on a Form 4 filed on February 9, 2012.
( 2)  The Reporting Person reported all Restricted Stock Units granted to the Reporting Person on February 7, 2012 in Table I of the Form 4 filed on February 9, 2012. As such, no adjustment to the Reporting Person's beneficial ownership needs to be made to reflect this vesting event.
( 3)  Shares were withheld from the Reporting Person, in an exempt transaction under Rule 16b-3, solely to satisfy tax obligations arising from the vesting of the Restricted Stock Units described in this Form 4.
( 4)  Each vested Restricted Stock Unit is the economic equivalent of one share of common stock of NPS Pharmaceuticals, Inc. (the "Issuer"). The vested Restricted Stock Units were settled for shares of the Issuer's common stock.
( 5)  On February 12, 2010, the Reporting Person received a grant of 90,000 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.
( 6)  On February 19, 2010, the Reporting Person was granted options to purchase shares of common stock under the Issuer's 2005 Omnibus Incentive Plan (the "Plan"), which are subject to both performance conditions and time-based vesting. The time vested options and performance conditioned options (once the performance criteria is met) will vest and become exercisable based on the following vesting schedule: 25% on each of the first four anniversaries of the date of grant.
( 7)  On February 7, 2012, the Reporting Person received a grant of 107,700 stock options under the 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.
( 8)  On February 12, 2014, the Reporting Person received a grant of 107,296 stock options under the Plan. The options become exercisable based on the following vesting schedule: 25% on the first anniversary of the date of grant and 6.25% every three months thereafter.
( 9)  Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's common stock.
( 10)  Restricted Stock Units will vest as follows: (i) one third will vest on the first anniversary of date of grant, (ii) one third on the second anniversary of date of grant, and (iii) one third on the third anniversary of date of grant. Vested shares will be delivered to the Reporting Person as soon as administratively practicable following the vesting of the Restricted Stock Units.
( 11)  On February 12, 2014, the Restricted Stock Units were granted with (i) one third vesting on the first anniversary of the date of grant, (ii) one third vesting on the second anniversary of the date of grant and (iii) the remaining vesting on the third anniversary of the date of grant.
( 12)  On February 13, 2013, the Restricted Stock Units were granted with (i) one third vesting on the first anniversary of the date of grant, (ii) one third vesting on the second anniversary of the date of grant and (iii) the remaining vesting on the third anniversary of the date of grant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Nader Francois
550 HILLS DRIVE
BEDMINSTER, NJ 07921 		X
President, CEO and Director

Signatures
/s/ Francois Nader, by Jill Thompson as attorney-in-fact 2/19/2015
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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