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Supernus merger converts Hudson’s 60,413 shares

Outstanding stock options and restricted stock units were converted into corresponding awards of the renamed successor under the merger terms.

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Form Type
4

Rhea-AI Filing Summary

Frederick M. Hudson reported disposition transactions in this Form 4 filing. Supernus Pharmaceuticals, Inc. director Frederick M. Hudson reported that when the merger took effect on November 2, 2026, 60,413 shares of Supernus Pharmaceuticals common stock were cancelled and converted into the right to receive 1.5401 shares of Indivior common stock per share. Indivior changed its name to Supernus, Inc.; Hudson received no cash consideration other than cash in lieu of a fractional share. Outstanding equity awards, including 2,989 restricted stock units and director stock options, were assumed by Indivior and converted into corresponding Supernus, Inc. awards. Award share coverage was multiplied by the exchange ratio and rounded down, while per-share exercise prices were divided by it and rounded up to the nearest cent. The restricted stock units are scheduled to settle upon vesting February 18, 2027.

Insider Hudson Frederick M.
Role Director
Type Security Shares Price Value
Other Restricted Stock Unit F2, F3, F4 2,989 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3 7,905 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3 6,036 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3 8,613 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3 12,427 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3 9,305 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3 7,365 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3 6,847 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3, F5 6,293 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3, F6 8,252 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3, F7 7,296 $0.00 $0.00
Other Director Stock Option (Right to Buy) F3, F8 4,977 $0.00 $0.00
Other Common Stock F1 60,413 $0.00 $0.00
Holdings After Transaction: Restricted Stock Unit — 0 contracts (Direct); Director Stock Option (Right to Buy) — 0 contracts (Direct); Common Stock — 0 shares (Direct)
Holdings Before and After: Restricted Stock Unit, 2,989 to 0 contracts (Direct); Director Stock Option (Right to Buy), 85,316 to 0 contracts (Direct); Common Stock, 60,413 to 0 shares (Direct)
Footnotes (8)
  1. 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.
  2. F2. Each restricted stock unit represents the right to receive one share of Supernus common stock upon vesting.
  3. 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.
  4. F4. These restricted stock units will be settled in common stock upon vesting, which will occur on February 18, 2027.
  5. F5. The option vests on February 23, 2024.
  6. F6. The option vests on February 22, 2025.
  7. F7. The option vests on February 19, 2026.
  8. F8. Each option vests on February 18, 2027.
Supernus Pharmaceuticals common shares cancelled 60,413 shares Merger effective November 2, 2026
Merger exchange ratio 1.5401 Indivior common shares per Supernus Pharmaceuticals common share Shares received in exchange for the cancelled common shares
Restricted stock units in converted award 2,989 units Scheduled to settle upon vesting February 18, 2027
Shares underlying converted director stock option 7,905 shares Pre-conversion exercise price $25.30 per share
Shares underlying converted director stock option 6,036 shares Pre-conversion exercise price $38.60 per share
Shares underlying converted director stock option 8,613 shares Pre-conversion exercise price $39.40 per share
Agreement and Plan of Merger technical
"Pursuant to the Agreement and Plan of Merger"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
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 unit financial
"Each restricted stock unit represents the right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
cash in lieu of a fractional share financial
"cash in lieu of a fractional share"

FAQ

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

What happened to SUPN director Frederick M. Hudson’s shares in the merger?

Frederick M. Hudson’s 60,413 shares of Supernus Pharmaceuticals common stock were cancelled and converted into the right to receive 1.5401 shares of Indivior common stock per share when the merger took effect on November 2, 2026. He received no cash consideration other than cash in lieu of a fractional share.

How were SUPN director Frederick M. Hudson’s stock options and restricted stock units handled?

Indivior assumed and converted each outstanding equity award into a corresponding Supernus, Inc. award. Award share coverage was adjusted using the 1.5401 exchange ratio, and per-share exercise prices were divided by that ratio and rounded up to the nearest cent. The 2,989 restricted stock units are scheduled to settle upon vesting February 18, 2027.

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

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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
X
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*
Hudson Frederick M.

(Last)(First)(Middle)
C/O SUPERNUS PHARMACEUTICALS, INC.,
9715 KEY WEST AVENUE

(Street)
ROCKVILLE MARYLAND 20850

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SUPERNUS PHARMACEUTICALS, INC. [ SUPN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/02/2026
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 Stock11/02/2026J(1)60,413D$0(1)0D
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
Restricted Stock Unit(2)11/02/2026J(3)2,989 (4) (4)Common Stock2,989$00D
Director Stock Option (Right to Buy)$25.311/02/2026J(3)7,90502/24/201802/24/2027Common Stock7,905$00D
Director Stock Option (Right to Buy)$38.611/02/2026J(3)6,03606/13/201806/13/2027Common Stock6,036$00D
Director Stock Option (Right to Buy)$39.411/02/2026J(3)8,61302/23/201902/23/2028Common Stock8,613$00D
Director Stock Option (Right to Buy)$36.7511/02/2026J(3)12,42702/22/202002/22/2029Common Stock12,427$00D
Director Stock Option (Right to Buy)$23.9911/02/2026J(3)9,30502/21/202102/21/2030Common Stock9,305$00D
Director Stock Option (Right to Buy)$29.6111/02/2026J(3)7,36502/19/202202/19/2031Common Stock7,365$00D
Director Stock Option (Right to Buy)$32.211/02/2026J(3)6,84702/22/202302/22/2032Common Stock6,847$00D
Director Stock Option (Right to Buy)$38.611/02/2026J(3)6,293 (5)02/23/2033Common Stock6,293$00D
Director Stock Option (Right to Buy)$27.9411/02/2026J(3)8,252 (6)02/22/2034Common Stock8,252$00D
Director Stock Option (Right to Buy)$33.5211/02/2026J(3)7,296 (7)02/19/2035Common Stock7,296$00D
Director Stock Option (Right to Buy)$50.211/02/2026J(3)4,977 (8)02/18/2036Common Stock4,977$00D
Explanation of Responses:
1. 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.
2. Each restricted stock unit represents the right to receive one share of Supernus common stock upon vesting.
3. 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.
4. These restricted stock units will be settled in common stock upon vesting, which will occur on February 18, 2027.
5. The option vests on February 23, 2024.
6. The option vests on February 22, 2025.
7. The option vests on February 19, 2026.
8. Each option vests on February 18, 2027.
Remarks:
/s/ Timothy C. Dec, as attorney-in-fact11/04/2026
** 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)

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