Indivior (INDV) sets Dec 11 vote on Delaware re‑domestication

Indivior PLC announced it has mailed and published a scheme circular for an Extraordinary General Meeting on December 11, 2025.

Accepted by SEC EDGAR 11/14/2025 - 09:05 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Indivior PLC announced it has mailed and published a scheme circular for an Extraordinary General Meeting on December 11, 2025. Shareholders will vote on the proposed re‑domestication of the company from the U.K. to Delaware. The scheme circular is furnished as Exhibit 99.1.

Insights

Corporate actions analyst

Shareholders to vote Dec 11 on moving the company’s domicile to Delaware.

Indivior plans an Extraordinary General Meeting where shareholders will vote on re‑domesticating from the U.K. to Delaware. The company has distributed a scheme circular to outline the proposal and mechanics.

The outcome depends on shareholder approval at the December 11, 2025 meeting. The filing lists the circular as Exhibit 99.1, indicating formal disclosure of details for investors to review.

The decision timeline centers on the EGM date; subsequent filings may provide implementation steps following the vote.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Indivior (INDV) announce?

Indivior mailed and published a scheme circular for an Extraordinary General Meeting to vote on re‑domestication from the U.K. to Delaware.

When is Indivior’s EGM scheduled?

The Extraordinary General Meeting is scheduled for December 11, 2025.

What is the purpose of the EGM for INDV?

Shareholders will vote on the proposed re‑domestication of the company from the U.K. to Delaware.

Where can I find the scheme circular details?

The scheme circular is furnished as Exhibit 99.1.

What form did Indivior file?

Indivior filed an 8‑K under Item 7.01 (Regulation FD Disclosure).

Does the filing include financial terms or proceeds?

No financial terms are disclosed; the filing announces the shareholder vote and references the scheme circular.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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0001625297FALSE00016252972025-10-012025-10-01

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 14, 2025

INDIVIOR PLC

(Exact name of registrant as specified in its charter)

England and Wales			001-37835			98-1204773
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

10710 Midlothian Turnpike, Suite 125 North Chesterfield, VA						23235
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: 804-379-1040

not applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Ordinary shares, $0.50 nominal value per share

INDV

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Item 7.01 Regulation FD Disclosure.

On November 14, 2025, Indivior PLC (the "Company" or "Indivior") mailed to shareholders and published a scheme circular relating to its Extraordinary General Meeting to held on December 11, 2025 for the purpose of voting on the proposed re-domestication of the Company from the U.K. to Delaware. The scheme circular is furnished as Exhibit 99.1 to this report and is incorporated herein.

Item 9.01 Exhibits

(d) Exhibits.

Exhibit No.						Description
99.1						Scheme Circular of Indivior PLC dated November 14, 2025.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

						Indivior PLC
Date: November 14, 2025			By:			/s/ Ryan Preblick
						Name: Ryan Preblick
						Title: Chief Financial Officer