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Indivior Pharmaceuticals (INDV) CEO vests 1.27M shares, 612K for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Indivior Pharmaceuticals, Inc. reported that Chief Executive Officer Joseph Ciaffoni had performance stock units granted on May 13, 2025 vest at 100%, resulting in 1,266,903 common shares vesting on June 22, 2026. Each unit converted into one share of common stock. To cover related tax withholding obligations, 612,549 of these shares were withheld, and Ciaffoni now holds 790,330 shares of common stock directly. All 1,266,903 performance stock units were fully settled and no such units remain outstanding.

Positive

  • None.

Negative

  • None.
Insider Ciaffoni Joseph
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Performance Stock Units 1,266,903 $0.00 --
Exercise Common Stock 1,266,903 $0.00 --
Tax Withholding Common Stock 612,549 $38.32 $23.47M
Holdings After Transaction: Performance Stock Units — 0 shares (Direct, null); Common Stock — 1,402,879 shares (Direct, null)
Footnotes (1)
  1. Represents the vesting of performance stock units upon the determination that the performance conditions were met at 100% with respect to the performance stock units granted to the Reporting Person on May 13, 2025. As a result, 1,266,903 shares vested on June 22, 2026. Each performance stock unit represents a contingent right to receive one share of the Issuer's common stock. Shares withheld to satisfy tax withholding obligations associated with the vesting of performance stock units on June 22, 2026.
Shares vested from performance stock units 1,266,903 shares Performance stock units vested on June 22, 2026
Shares withheld for taxes 612,549 shares Withheld to satisfy tax obligations on June 22, 2026
Direct common shares held after transaction 790,330 shares Post-transaction holdings reported for CEO Joseph Ciaffoni
Performance stock units converted 1,266,903 units Each unit represented a right to one common share
Tax-withholding disposition transaction code Code F Payment of tax liability by delivering securities
Derivative exercise transaction code Code M Exercise or conversion of derivative security
Performance Stock Units financial
"Represents the vesting of performance stock units upon the determination"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
tax withholding obligations financial
"Shares withheld to satisfy tax withholding obligations associated with the vesting"
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
contingent right financial
"Each performance stock unit represents a contingent right to receive one share"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:3235-0287
Estimated average burden
hours per response:0.5
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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Ciaffoni Joseph
(Last)(First)(Middle)
10710 MIDLOTHIAN TURNPIKE
SUITE 125
(Street)
NORTH CHESTERFIELD VIRGINIA 23235
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Indivior Pharmaceuticals, Inc. [ INDV ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/22/2026M1,266,903(1)A(2)1,402,879D
Common Stock06/22/2026F612,549(3)D$38.32790,330D
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Stock Units(2)06/22/2026M1,266,903 (1) (1)Common Stock1,266,903(2)0D
Explanation of Responses:
1. Represents the vesting of performance stock units upon the determination that the performance conditions were met at 100% with respect to the performance stock units granted to the Reporting Person on May 13, 2025. As a result, 1,266,903 shares vested on June 22, 2026.
2. Each performance stock unit represents a contingent right to receive one share of the Issuer's common stock.
3. Shares withheld to satisfy tax withholding obligations associated with the vesting of performance stock units on June 22, 2026.
Remarks:
/s/Alice Givens, Power of Attorney06/23/2026
** Signature of Reporting PersonDate
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 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).
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Indivior (INDV) report for CEO Joseph Ciaffoni?

Indivior reported that CEO Joseph Ciaffoni had performance stock units vest into 1,266,903 shares of common stock. These units were granted in May 2025 and vested on June 22, 2026 at 100% of the performance conditions.

How many Indivior (INDV) shares vested for the CEO in this Form 4?

A total of 1,266,903 shares of Indivior common stock vested for CEO Joseph Ciaffoni. The vesting followed a determination that performance targets tied to his performance stock units were achieved at 100% of the award.

Were any Indivior (INDV) shares sold by the CEO in this filing?

The Form 4 shows no open-market sale by the CEO. Instead, 612,549 shares were withheld by the company to satisfy tax withholding obligations triggered by the vesting of performance stock units on June 22, 2026.

How many Indivior (INDV) shares were withheld for taxes in the CEO’s transaction?

Indivior withheld 612,549 shares from CEO Joseph Ciaffoni’s vested shares to cover tax obligations. This tax-withholding disposition is recorded with transaction code “F” and does not represent an open-market sale of stock.

What is Joseph Ciaffoni’s direct Indivior (INDV) share ownership after this Form 4?

Following the vesting and associated tax withholding, CEO Joseph Ciaffoni directly owns 790,330 shares of Indivior common stock. This figure reflects his post-transaction holdings as reported in the Form 4 filing.

What happened to the Indivior (INDV) performance stock units in this Form 4?

All 1,266,903 performance stock units converted into common shares upon vesting on June 22, 2026. After this exercise and conversion, no performance stock units of this grant remain outstanding for CEO Joseph Ciaffoni.