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 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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(Print or Type Responses)

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 _____ 10% Owner _____ Officer (give title below) __X__ Other (specify below) Former 10% Shareholder (Last) (First) (Middle) 980 GREAT WEST ROAD 3. Date of Earliest Transaction (Month/Day/Year) 02/06/2014 (Street) BRENTFORD MIDDLESEX, X0 TW8 9GS 4. If Amendment, Date Original Filed(Month/Day/Year) 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 (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 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 02/06/2014   C   1,500,000 A $ 2 4,168,017 I By S.R. One Limited (3) Common Stock 02/21/2014   U(1)   4,168,017 D (1) 0 I By S.R. One Limited (3)

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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 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

Warrant (right to buy)

$ 2

02/06/2014

C

1,500,000

04/23/2013

10/23/2017

Common Stock

1,500,000

$ 0

0

I

By S.R.One, Limited (3)

Warrant (right to buy)

$ 7.45

02/21/2014

J(2)

15,635

(2)

(2)

Common Stock

15,635

(2)

0

I

By S.R.One, Limited (3)

Reporting Owners

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

Signatures

/s/ Simon Dingemans, Chief Financial Officer		02/24/2014
**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)	On February 21, 2014, Train Merger Sub, Inc. ("Purchaser"), an indirect, wholly-owned subsidiary of Teva Pharmaceutical Industries Ltd. ("Teva"), accepted for payment the shares of Common Stock of NuPathe, Inc. (the "Issuer") tendered by S.R. One, Limited in accordance with the terms of the Tender Offer Statement filed by Purchaser and Teva to purchase all outstanding shares of Common Stock of the Issuer for $3.65 net per share and up to $3.15 per share in contingent cash consideration (collectively, the "Offer Price").
(2)	Each outstanding unexercised warrant to purchase or otherwise acquire Common Stock of the Issuer immediately prior to the closing of the offer pursuant to the Tender Offer Statement, as a consequence of the offer closing, only entitle the holder thereof to receive, upon exercise of such warrant, the amount by which the Offer Price exceeds the exercise price of such warrant.
(3)	Shares are held by S.R. One, Limited, an indirect, wholly-owned subsidiary of GlaxoSmithKline plc.

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