Supernus Bhatt exchanges 18,637 shares in merger
The reported RSU award's schedule provides for 50% vesting at closing, followed by 15%, 15% and 20% on successive anniversaries.
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Form Type
4
Rhea-AI Filing Summary
Supernus Pharmaceuticals, Inc. (SUPN) reported that its merger with Indivior became effective on November 2, 2026. In connection with it, Padmanabh P. Bhatt, Sr. VP of IP, CSO, disposed of 18,637 Supernus Pharmaceuticals common shares; his reported direct holdings of those shares afterward were zero. Each outstanding share converted into the right to receive 1.5401 Indivior common shares, and Bhatt received no cash consideration except cash in lieu of a fractional share.
Indivior, renamed Supernus, Inc., assumed and converted the outstanding equity awards into corresponding awards using the 1.5401 exchange ratio. Converted awards retained substantially the same terms, including vesting, except performance stock unit awards became time-vesting restricted stock units.
Insider Trade Summary
Other: 191,612 shares
Other
13 txns
Insider
Bhatt Padmanabh P.
Role
Sr. VP of IP, CSO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Performance Share Unit F2, F3, F4 | 3,350 | $0.00 | $0.00 |
| Other | Performance Share Unit F2, F3, F5 | 2,500 | $0.00 | $0.00 |
| Other | Performance Share Unit F2, F3, F6 | 3,500 | $0.00 | $0.00 |
| Other | Restricted Stock Unit F3, F7 | 100,000 | $0.00 | $0.00 |
| Other | Restricted Stock Unit F8, F3, F9 | 1,250 | $0.00 | $0.00 |
| Other | Restricted Stock Unit F8, F3, F10 | 2,500 | $0.00 | $0.00 |
| Other | Restricted Stock Unit F8, F3, F11 | 3,375 | $0.00 | $0.00 |
| Other | Restricted Stock Unit F8, F3, F12 | 3,000 | $0.00 | $0.00 |
| Other | Employee Stock Option (Right to Buy) F3, F13 | 5,000 | $0.00 | $0.00 |
| Other | Employee Stock Option (Right to Buy) F3, F14 | 15,000 | $0.00 | $0.00 |
| Other | Employee Stock Option (Right to Buy) F3, F15 | 20,000 | $0.00 | $0.00 |
| Other | Employee Stock Option (Right to Buy) F3, F16 | 13,500 | $0.00 | $0.00 |
| Other | Common Stock F1 | 18,637 | $0.00 | $0.00 |
Holdings After Transaction:
Performance Share Unit — 0 contracts (Direct);
Restricted Stock Unit — 0 contracts (Direct);
Employee Stock Option (Right to Buy) — 0 contracts (Direct);
Common Stock — 0 shares (Direct)
Holdings Before and After:
Performance Share Unit, 9,350 to 0 contracts (Direct);
Restricted Stock Unit, 110,125 to 0 contracts (Direct);
Employee Stock Option (Right to Buy), 53,500 to 0 contracts (Direct);
Common Stock, 18,637 to 0 shares (Direct)
Footnotes (16)
- F1. 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.
- F2. Each performance share unit represents the right to receive one share of Supernus common stock upon vesting.
- F3. 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 ceased were converted into time-vesting restricted stock units.
- F4. On February 22, 2024, the Reporting Person was awarded Performance Share Units with individual performance objectives and a defined performance period established on June 24, 2024.
- F5. On February 19, 2025, the Reporting Person was awarded Performance Share Units with individual performance objectives and a defined performance period established on May 3, 2025.
- F6. On February 18, 2026, the Reporting Person was awarded Performance Share Units with individual performance objectives and a defined performance period established on July 15, 2026.
- F7. 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.
- F8. Each restricted stock unit represents the right to receive one share of Supernus common stock upon vesting.
- F9. These restricted stock units are settled in common stock upon vesting, which occurs in four equal annual installments, beginning on February 23, 2024.
- F10. These restricted stock units are settled in common stock upon vesting, which occurs in four equal annual installments, beginning on February 22, 2025.
- F11. These restricted stock units are settled in common stock upon vesting, which occurs in four equal annual installments, beginning on February 19, 2026.
- F12. These restricted stock units are settled in common stock upon vesting, which occurs in four equal annual installments, beginning on February 18, 2027.
- F13. The option vests in four equal annual installments beginning on February 23, 2024.
- F14. The option vests in four equal annual installments beginning on February 22, 2025.
- F15. The option vests in four equal annual installments beginning on February 19, 2026.
- F16. The option vests in four equal annual installments beginning on February 18, 2027.
Key Figures
Supernus Pharmaceuticals common shares disposed: 18,637 shares
Direct Supernus Pharmaceuticals common shares following transaction: 0 shares
Merger exchange ratio: 1.5401 Indivior common shares per Supernus Pharmaceuticals common share
+5 more
8 metrics
Supernus Pharmaceuticals common shares disposed
18,637 shares
Merger effective November 2, 2026
Direct Supernus Pharmaceuticals common shares following transaction
0 shares
Reported position after the November 2, 2026 transaction
Merger exchange ratio
1.5401 Indivior common shares per Supernus Pharmaceuticals common share
Right to receive shares under the merger
Restricted stock units reported
100,000 underlying common shares
Award assumed and converted in the merger
Original option award and exercise price
5,000 shares; $38.60 per share
Reported option award assumed and converted in the merger
Original option award and exercise price
15,000 shares; $27.94 per share
Reported option award assumed and converted in the merger
Original option award and exercise price
20,000 shares; $33.52 per share
Reported option award assumed and converted in the merger
Original option award and exercise price
13,500 shares; $50.20 per share
Reported option award assumed and converted in the merger
Key Terms
effective time, exchange ratio, Performance Share Units, restricted stock units, +1 more
5 terms
effective time technical
"at the effective time of the merger"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
exchange ratio financial
"multiplied by the 1.5401 exchange ratio"
The exchange ratio is the number used to decide how many shares of one company you get for each share you own in another company during a merger or acquisition. It’s like a recipe that tells you how to swap shares fairly, ensuring both companies’ values are balanced. This ratio matters because it determines how ownership divides between the companies' shareholders.
restricted stock units technical
"These restricted stock units are settled in common stock upon vesting"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
merger-of-equals transaction financial
"upon the closing of the merger-of-equals transaction"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
How did the SUPN merger treat Padmanabh P. Bhatt's equity awards?
Indivior, renamed Supernus, Inc., assumed the outstanding Supernus Pharmaceuticals equity awards and converted them into corresponding awards using the 1.5401 exchange ratio. Share amounts were rounded down, and per-share exercise prices were divided by the ratio and rounded up to the nearest whole cent. Converted awards retained substantially the same terms, including vesting, except performance stock unit awards became time-vesting restricted stock units.
How was the RSU award scheduled to vest in the SUPN merger?
The reported RSU award's schedule provides for 50% to vest upon closing, 15% on the first anniversary, 15% on the second anniversary and 20% on the third anniversary.
AI-generated analysis. How Rhea-AI works. Not financial advice.
