When were the Performance Share Units originally granted and what triggered vesting?

The PSUs were granted on 02/22/2024 ; a portion vested upon achieving individual performance objectives established on 06/24/2024 .

Supernus (SUPN) Insider: PSUs Converted to 1,875 Shares; Tax Withholding Executed

Q: What did Jonathan Rubin report on the Form 4 for SUPN?

The Form 4 reports settlement of 1,875 Performance Share Units into common stock on 09/25/2025 and withholding of 840 shares for taxes at $46.21 .

Q: How many SUPN shares does Jonathan Rubin own after the reported transactions?

After the transactions reported on 09/25/2025 , Mr. Rubin beneficially owned 11,015 shares of Supernus Pharmaceuticals common stock.

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Jonathan Rubin, SVP and Chief Medical Officer of Supernus Pharmaceuticals (SUPN), reported transactions on 09/25/2025 relating to Performance Share Units (PSUs). 1,875 shares of common stock were acquired on settlement of PSUs at $0 (transaction code M) and 840 shares were withheld to satisfy tax withholding at a price of $46.21 (transaction code F).

Following these transactions, Mr. Rubin beneficially owned 11,015 shares (direct ownership). The filing notes the PSUs were granted on February 22, 2024, with certain awards vesting upon achievement of individual performance objectives established June 24, 2024.

Positive

1,875 shares acquired on settlement of Performance Share Units, showing vested compensation was realized
Disclosure specifies the PSU grant date (02/22/2024) and performance objective date (06/24/2024), providing clear linkage between award and vesting

Negative

840 shares were withheld to satisfy tax withholding, reducing the net increase in outstanding shares held by the reporting person
Withholding occurred at a $46.21 price, representing immediate taxable settlement rather than deferral

Insights

TL;DR: Routine insider settlement of performance share units; modest net increase in direct holdings after tax withholding.

The Form 4 documents settlement of 1,875 performance share units into common stock and the withholding of 840 shares to satisfy taxes at $46.21 per share. These are non-cash, compensation-related transactions reflecting vested equity tied to prior performance targets. Net change reduces dilution impact compared with a cash tax payment, and the reporting shows direct beneficial ownership of 11,015 shares after transactions. This is a standard post-vesting reporting event with limited market impact.

TL;DR: Governance-normal: equity compensation vested per pre-established objectives; disclosure consistent with Section 16 reporting rules.

The filing specifies PSUs granted 02/22/2024 with vesting tied to objectives set 06/24/2024. The conversion of PSUs into shares and the use of share-withholding for taxes are typical governance practices to settle employee equity awards. The signature by an attorney-in-fact and timely filing indicate procedural compliance. No departures, loans, or atypical transactions are reported.

Insider Trade Summary

1,875 shares exercised/converted

Mixed 3 txns

Insider Rubin Jonathan

Role SVP, Chief Medical Officer

Type	Security	Shares	Price	Value
Exercise	Performance Share Unit	1,875	$0.00	--
Exercise	Common Stock	1,875	$0.00	--
Tax Withholding	Common Stock	840	$46.21	$39K

Holdings After Transaction: Performance Share Unit — 0 shares (Direct); Common Stock — 11,855 shares (Direct)

Footnotes (1)

Shares of common stock received upon the settlement of certain Performance Share Units granted to the Reporting Person on February 22, 2024. Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the vesting of Performance Share Units. On February 22, 2024, the Reporting Person was awarded Performance Share Units a portion of which vested upon the achievement of individual performance objectives within a defined performance period, which objectives were established on June 24, 2024.

Form 4 Insider Transactions: What Each Field Means →

09/26/2025 - 04:17 PM

SEC Form 4

FORM 4

UNITED 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).

1. Name and Address of Reporting Person^*

Rubin Jonathan

(Last)

(First)

(Middle)

C/O SUPERNUS PHARMACEUTICALS, INC.,

9715 KEY WEST AVENUE

(Street)

ROCKVILLE

20850

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SUPERNUS PHARMACEUTICALS, 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, Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025

4. 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 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/25/2025		M		1,875⁽¹⁾	A	$0	11,855	D
Common Stock	09/25/2025		F		840⁽²⁾	D	$46.21	11,015	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Share Unit	$0	09/25/2025		M			1,875	⁽³⁾	⁽³⁾	Common Stock	1,875	$0	0	D

Explanation of Responses:

1. Shares of common stock received upon the settlement of certain Performance Share Units granted to the Reporting Person on February 22, 2024.

2. Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the vesting of Performance Share Units.

3. On February 22, 2024, the Reporting Person was awarded Performance Share Units a portion of which vested upon the achievement of individual performance objectives within a defined performance period, which objectives were established on June 24, 2024.

Remarks:

	/s/ Timothy C. Dec, as attorney-in-fact	09/26/2025
	** 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 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Jonathan Rubin report on the Form 4 for SUPN?

The Form 4 reports settlement of 1,875 Performance Share Units into common stock on 09/25/2025 and withholding of 840 shares for taxes at $46.21.

How many SUPN shares does Jonathan Rubin own after the reported transactions?

After the transactions reported on 09/25/2025, Mr. Rubin beneficially owned 11,015 shares of Supernus Pharmaceuticals common stock.

What do the transaction codes M and F mean in this Form 4?

Code M indicates acquisition on settlement of a grant (PSUs settled to shares at $0); code F indicates shares were withheld to satisfy tax withholding obligations.

Was the Form 4 filed on time and properly signed?

The filing shows a signature by an attorney-in-fact (Timothy C. Dec) dated 09/26/2025, indicating the Form 4 was executed and submitted following the reported transactions.