Indivior Pharmaceuticals Inc.

11/04/2026 | Press release | Distributed by Public on 11/04/2026 17:03

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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 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 *
Bhatt Padmanabh P.
2. Issuer Name and Ticker or Trading Symbol
Supernus, Inc. [SUPN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP of IP, CSO
(Last) (First) (Middle)
C/O SUPERNUS, INC., 9715 KEY WEST AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
11/02/2026
(Street)
ROCKVILLE, MD 20850
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 11/02/2026 J(1) 28,702 A $ 0 (1) 28,702 D
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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
Employee Stock Option (right to buy) $25.07 11/02/2026 J(2) 7,700 02/23/2024(3) 02/23/2033 Common Stock 7,700 $ 0 7,700 D
Employee Stock Option (right to buy) $18.15 11/02/2026 J(2) 23,101 02/22/2025(3) 02/22/2034 Common Stock 23,101 $ 0 23,101 D
Employee Stock Option (right to buy) $21.77 11/02/2026 J(2) 30,802 02/19/2026(3) 02/19/2035 Common Stock 30,802 $ 0 30,802 D
Employee Stock Option (right to buy) $32.6 11/02/2026 J(2) 20,791 02/18/2027(3) 02/18/2036 Common Stock 20,791 $ 0 20,791 D
Restricted Stock Units $ 0 11/02/2026 J(2) 1,925 02/23/2024(4) (4) Common Stock 1,925 $ 0 1,925 D
Restricted Stock Units $ 0 11/02/2026 J(2) 3,850 02/22/2025(5) (5) Common Stock 3,850 $ 0 3,850 D
Restricted Stock Units $ 0 11/02/2026 J(2) 5,197 02/19/2026(6) (6) Common Stock 5,197 $ 0 5,197 D
Restricted Stock Units $ 0 11/02/2026 J(2) 4,620 02/18/2027(7) (7) Common Stock 4,620 $ 0 4,620 D
Restricted Stock Units $ 0 11/02/2026 J(2) 154,010 11/02/2026(8) (8) Common Stock 154,010 $ 0 154,010 D
Restricted Stock Units $ 0 11/02/2026 J(2) 2,541 12/31/2027(9) (9) Common Stock 2,541 $ 0 2,541 D
Restricted Stock Units $ 0 11/02/2026 J(2) 2,618 12/31/2028(10) (10) Common Stock 2,618 $ 0 2,618 D
Restricted Stock Units $ 0 11/02/2026 J(2) 3,850 12/31/2027(9) (9) Common Stock 3,850 $ 0 3,850 D
Restricted Stock Units $ 0 11/02/2026 J(2) 1,832 12/31/2028(10) (10) Common Stock 1,832 $ 0 1,832 D
Restricted Stock Units $ 0 11/02/2026 J(2) 1,778 12/31/2027(9) (9) Common Stock 1,778 $ 0 1,778 D
Restricted Stock Units $ 0 11/02/2026 J(2) 1,778 06/30/2029(11) (11) Common Stock 1,778 $ 0 1,778 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Bhatt Padmanabh P.
C/O SUPERNUS, INC., 9715 KEY WEST AVENUE
ROCKVILLE, MD 20850
SVP of IP, CSO

Signatures

/s/ Timothy C. Dec, as attorney-in-fact 11/04/2026
**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) Pursuant to the Agreement and Plan of Merger, dated as of August 1, 2026, by and among Indivior Pharmaceuticals, Inc. ("Indivior"), Artemis Merger Sub Inc. and Supernus Pharmaceuticals, Inc. ("Supernus Pharmaceuticals"), at the effective time of the merger on 11/2/26, Artemis Merger Sub Inc. merged with and into Supernus Pharmaceuticals, with Supernus Pharmaceuticals surviving as a wholly-owned subsidiary of Indivior. At the effective time, each outstanding share of Supernus Pharmaceuticals common stock was cancelled and automatically converted into the right to receive 1.5401 shares of Indivior common stock. In connection with the merger, Indivior changed its name to "Supernus, Inc." The reporting person's shares of Supernus Pharmaceuticals common stock were disposed of, and the shares of Supernus, Inc. common stock received in exchange were acquired, pursuant to the merger. The reporting person received no cash consideration other than cash in lieu of a fractional share.
(2) Pursuant to the Agreement and Plan of Merger, dated as of August 1, 2026, by and among Indivior Pharmaceuticals, Inc. ("Indivior"), Artemis Merger Sub Inc. and Supernus Pharmaceuticals, Inc. ("Supernus Pharmaceuticals"), at the effective time of the merger on 11/2/2026, each outstanding Supernus Pharmaceuticals equity award was assumed by Indivior (renamed Supernus, Inc.) and automatically converted into a corresponding Supernus, Inc. equity award covering the number of Supernus, Inc. shares equal to the number of Supernus Pharmaceuticals shares subject to the award multiplied by the 1.5401 exchange ratio (rounded down), with the per-share exercise price divided by the exchange ratio and rounded up to the nearest whole cent. Each converted award is subject to substantially the same terms and conditions, including vesting, that applied immediately prior to the effective time, except performance stock unit awards were converted into time-vesting restricted stock units.
(3) The option vests in four equal annual installments beginning on the specified date.
(4) These restricted stock units are settled in common stock upon vesting, which occurs in four equal annual installments, beginning on February 23, 2024.
(5) These restricted stock units are settled in common stock upon vesting, which occurs in four equal annual installments, beginning on February 22, 2025.
(6) These restricted stock units are settled in common stock upon vesting, which occurs in four equal annual installments, beginning on February 19, 2026.
(7) These restricted stock units are settled in common stock upon vesting, which occurs in four equal annual installments, beginning on February 18, 2027.
(8) These restricted stock units ("RSUs") are settled in common stock upon vesting, which occurs in four installments. 50% of the RSUs vest upon the closing of the merger-of-equals transaction between Supernus Pharmaceuticals, Inc. and Indivior Pharmaceuticals, Inc. (the "Closing"). 15% of the RSUs vest upon the one-year anniversary of the Closing. 15% of the RSUs vest upon the two-year anniversary of the Closing. 20% of the RSUs vest upon the three-year anniversary of the Closing.
(9) These restricted stock units are settled in common stock upon vesting, which occurs on December 31, 2027.
(10) These restricted stock units are settled in common stock upon vesting, which occurs on December 31, 2028.
(11) These restricted stock units are settled in common stock upon vesting, which occurs on June 30, 2029.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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