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Indivior (NASDAQ: INDV) CEO discloses share and equity awards holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Indivior PLC filed an initial insider ownership report for Chief Executive Officer and director Joseph Ciaffoni. The filing shows he directly owns 56,000 ordinary shares. It also lists equity awards giving him rights to additional shares in the future.

Ciaffoni holds 1,266,903 performance stock units, each representing a contingent right to one ordinary share at an exercise price of $0. These units were granted on May 13, 2025 and may vest based on achieving specific volume weighted average price per share targets over any 30 consecutive trading days on or after May 8, 2026, with vesting tranches tied to VWAP levels from $15.00 to $35.00. He also holds 422,302 restricted stock units, granted on May 13, 2025, each convertible into one ordinary share at $0 and scheduled to vest in a single installment on May 8, 2028.

Positive

  • None.

Negative

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Insider Ciaffoni Joseph
Role Chief Executive Officer
Type Security Shares Price Value
holding Performance Stock Units -- -- --
holding Restricted Stock Units -- -- --
holding Ordinary Shares -- -- --
Holdings After Transaction: Performance Stock Units — 1,266,903 shares (Direct); Restricted Stock Units — 422,302 shares (Direct); Ordinary Shares — 56,000 shares (Direct)
Footnotes (1)
  1. Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of Indivior PLC. These PSUs were granted on May 13, 2025. The shares underlying the PSUs vest, if at all, based on the achievement of certain volume weighted average price per ordinary share (VWAP) conditions during any 30 consecutive trading day period on or after May 8, 2026, subject to a 12-month holding period, as follows: 30% upon achievement of a $15.00 VWAP, 20% upon achievement of a $20.00 VWAP, 20% upon achievement of a $25.00 VWAP, 15% upon achievement of a $30.00 VWAP, and 15% upon achievement of a $35.00 VWAP. Each restricted stock unit (RSU) represents a contingent right to receive one ordinary share of Indivior PLC. These RSUs were granted on May 13, 2025 and vest in a single installment on May 8, 2028.
SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Ciaffoni Joseph

(Last) (First) (Middle)
10710 MIDLOTHIAN TURNPIKE
SUITE 125

(Street)
NORTH CHESTERFIELD VA 23235

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2026
3. Issuer Name and Ticker or Trading Symbol
INDIVIOR PLC [ INDV ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
5. If Amendment, Date of 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
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares 56,000 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Stock Units (1) (1) Ordinary Shares 1,266,903 $0 D
Restricted Stock Units 05/08/2028(2) (2) Ordinary Shares 422,302 $0 D
Explanation of Responses:
1. Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of Indivior PLC. These PSUs were granted on May 13, 2025. The shares underlying the PSUs vest, if at all, based on the achievement of certain volume weighted average price per ordinary share (VWAP) conditions during any 30 consecutive trading day period on or after May 8, 2026, subject to a 12-month holding period, as follows: 30% upon achievement of a $15.00 VWAP, 20% upon achievement of a $20.00 VWAP, 20% upon achievement of a $25.00 VWAP, 15% upon achievement of a $30.00 VWAP, and 15% upon achievement of a $35.00 VWAP.
2. Each restricted stock unit (RSU) represents a contingent right to receive one ordinary share of Indivior PLC. These RSUs were granted on May 13, 2025 and vest in a single installment on May 8, 2028.
Remarks:
Exhibit 24 Power of Attorney
/s/Jordan Saltzberg, Power of Attorney 01/07/2026
** 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 5 (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 Number.

FAQ

What does Indivior (INDV) CEO Joseph Ciaffoni report owning in this Form 3?

The filing reports that Joseph Ciaffoni, Indivior PLC's Chief Executive Officer and a director, beneficially owns 56,000 ordinary shares directly. It also lists significant derivative holdings in performance stock units and restricted stock units that may convert into additional ordinary shares in the future.

How many performance stock units does the Indivior (INDV) CEO hold and what are the terms?

The report shows Ciaffoni holding 1,266,903 performance stock units (PSUs), each representing a contingent right to receive one ordinary share at an exercise price of $0. These PSUs were granted on May 13, 2025 and vest, if at all, based on achieving specified VWAP thresholds over any 30 consecutive trading days on or after May 8, 2026, with vesting percentages tied to VWAP levels of $15.00, $20.00, $25.00, $30.00, and $35.00.

What restricted stock units are reported for Indivior (INDV) CEO Joseph Ciaffoni?

The filing lists 422,302 restricted stock units (RSUs) for Ciaffoni. Each RSU represents a contingent right to receive one ordinary share at an exercise price of $0. These RSUs were granted on May 13, 2025 and are scheduled to vest in a single installment on May 8, 2028.

Does this Indivior (INDV) Form 3 show any insider share sales or purchases?

The document is an initial statement of beneficial ownership as of January 1, 2026. It presents Ciaffoni's existing ordinary share and equity award holdings, rather than reporting new share purchase or sale transactions.

What is the relationship of the reporting person to Indivior (INDV)?

The reporting person, Ciaffoni Joseph, is identified as both a Director and an Officer of Indivior PLC, with the officer title of Chief Executive Officer. He is not marked as a 10% owner in this filing.

Are the Indivior (INDV) CEO’s reported holdings direct or indirect?

The tables indicate that Ciaffoni’s 56,000 ordinary shares, 1,266,903 performance stock units, and 422,302 restricted stock units are all held with direct (D) ownership, with no indirect ownership relationships noted in the disclosure.