Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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 *
GLAXOSMITHKLINE PLC
 2. Issuer Name and Ticker or Trading Symbol
NUPATHE INC. [PATH] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)

980 GREAT WEST ROAD		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2013
(Street)


BRENTFORD MIDDLESEX, X0 TW8 9GS		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock     3(1)         I By S.R. One, Limited (5)
Common Stock 01/26/2013   C4 1,516,806 (4) A $ (3) 2,668,017 I By S.R. One, Limited (5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. 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. SEC 2270 (9-02)

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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)		 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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) $ 2     3(1)     04/23/2013 10/23/2017 Common Stock
1,500,000
  1,500,000
I
By S.R. One, Limited (5)
Warrant (right to buy) $ 7.45     3(1)       (2) 08/20/2016 Common Stock
15,635
  15,635
I
By S.R. One, Limited (5)
Series A Preferred Stock       3(1)       (3)   (3) Common Stock
 
  0
I
By S.R. One, Limited (5)
Series A Preferred Stock   01/26/2013   C4   1,500   (3)   (3) Common Stock
1,516,806 (4)
(3) 0
I
By S.R. One, Limited (5)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
GLAXOSMITHKLINE PLC
980 GREAT WEST ROAD
BRENTFORD MIDDLESEX, X0 TW8 9GS		     X    

Signatures

/s/ Simon Dingemans, Chief Financial Officer 02/14/2014
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The reporting person became a 10% Owner as a result of its purchase on October 23, 2012 of 1,500 shares of Series A Preferred Stock convertible at the holder's option into 1,500,000 shares of Common Stock, par value $0.001 per share ("Common Stock") of NuPathe Inc. (the "Issuer").
(2) The Warrants are exercisable at the holder's option.
(3) Each 1/1,000 of a share of Series A Preferred Stock of the Issuer was convertible, at the holder's option, into such number of shares of Common Stock of the Issuer equal to (i) a $2.00 divided by the conversion price then in effect (which conversion price was initially equal to $2.00), plus (ii) an amount equal to all accrued but unpaid dividends on such fractional share divided by the closing price of Common Stock on the trading day immediately preceding the date of conversion, unless the Issuer elected to pay the dividend amount in cash upon conversion. The Series A Preferred Stock had no expiration date.
(4) Reflects the conversion of 1,500 shares of Series A Preferred Stock of the Issuer into 1,500,000 shares of Common Stock of the Issuer and the issuance by the Issuer of 16,806 shares of Common Stock as accrued but unpaid dividends on such shares of Series A Preferred Stock of the Issuer.
(5) Shares are held by S.R. One Limited, an indirect, wholly-owned subsidiary of GlaxoSmithKline plc (Reporting Person).

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