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[Form 4] Supernus Pharmaceuticals, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

Jack A. Khattar, President, CEO and a director of Supernus Pharmaceuticals (SUPN), reported multiple stock option exercises and subsequent sales executed on 08/06/2025 under a 10b5-1 trading plan adopted September 15, 2022. The filing shows exercises converting employee stock options into common shares (three exercises totaling 201,250 shares: two at a $12.98 exercise price and one at $25.30) and concurrent open-market sales of common stock totaling 140,000 shares at weighted-average prices of approximately $40.24, $42.00 and $43.12 (ranges provided in footnotes).

Following the reported transactions the reporting person is shown as directly beneficially owning 1,069,933 shares and indirectly owning 1,005,600 shares through the KBT Trust. The Form 4 also lists remaining employee stock option holdings reflected as 195,000, 135,000 and 243,750 derivative securities following the transactions.

Positive
  • Transactions executed under a 10b5-1 trading plan, providing a documented pre-arranged process for sales
  • Substantial remaining ownership: direct beneficial ownership of 1,069,933 shares plus 1,005,600 indirect shares via the KBT Trust
Negative
  • Insider sales totaling 140,000 shares on 08/06/2025, which represents liquidity taken by an executive
  • Large option exercises (201,250 shares) increased share count outstanding due to conversion of employee stock options

Insights

TL;DR: Insider exercised options and sold shares via a pre-existing 10b5-1 plan; substantial ownership remains both directly and via trust.

The reporting person executed option exercises totaling 201,250 shares and sold 140,000 shares on 08/06/2025 under a 10b5-1 plan adopted 09/15/2022. Sales were at weighted-average prices reported near $40.24, $42.00 and $43.12 with disclosed price ranges. After these transactions the filer retains meaningful direct ownership of 1,069,933 shares and an additional indirect holding of 1,005,600 shares through the KBT Trust. From a market-impact perspective, these are routine option exercises and plan-based sales rather than opportunistic one-off disposals, and the continued large holdings temper potential negative signaling.

TL;DR: Transactions executed under an established 10b5-1 plan signal pre-planned liquidity rather than ad hoc insider trading; governance disclosure appears complete.

The Form 4 discloses that the trades were made pursuant to a 10b5-1 trading plan adopted on 09/15/2022, which provides an affirmative defense for trades made according to a written plan. The filer exercised employee stock options with exercise prices of $12.98 and $25.30 and subsequently sold shares at reported weighted-average prices, with full price ranges supplied in footnotes. The filing also reports remaining option positions and both direct and indirect beneficial ownership by the reporting person, consistent with standard SEC reporting practices for related-party transactions and insider liquidity events.

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).
X
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*
Khattar Jack A.

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

(Street)
ROCKVILLE MD 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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President, CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025
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)
Code V Amount (A) or (D) Price
Common Stock 08/06/2025 M(1) 60,000 A $12.98 1,068,683 D
Common Stock 08/06/2025 S 38,500 D $40.24(2) 1,030,183 D
Common Stock 08/06/2025 M(1) 60,000 A $12.98 1,090,183 D
Common Stock 08/06/2025 S 38,000 D $42 1,052,183 D
Common Stock 08/06/2025 M(1) 81,250 A $25.3 1,133,433 D
Common Stock 08/06/2025 S 63,500 D $43.12(3) 1,069,933 D
Common Stock 1,005,600 I By the KBT Trust
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $12.98 08/06/2025 M 60,000 03/01/2017(4) 03/01/2026 Common Stock 60,000 $0 195,000 D
Employee Stock Option (Right to Buy) $12.98 08/06/2025 M 60,000 03/01/2017(4) 03/01/2026 Common Stock 60,000 $0 135,000 D
Employee Stock Option (Right to Buy) $25.3 08/06/2025 M 81,250 02/24/2018(5) 02/24/2027 Common Stock 81,250 $0 243,750 D
Explanation of Responses:
1. Transaction made pursuant to a 10b5-1 trading plan adopted September 15, 2022.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.70. The Reporting Person undertakes to provide to Supernus Pharmaceuticals, Inc. ("Supernus"), any security holder of Supernus, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.00 to $43.56. The Reporting Person undertakes to provide to Supernus, any security holder of Supernus, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
4. The option vested in four equal installments beginning on March 1, 2017.
5. The option vests in four equal installments beginning on February 24, 2018
Remarks:
/s/ Timothy C. Dec, as attorney-in-fact 08/08/2025
** 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.

FAQ

What transactions did SUPN insider Jack A. Khattar report on 08/06/2025?

The Form 4 reports option exercises converting 201,250 shares and open-market sales of 140,000 common shares executed on 08/06/2025.

Were the trades made under a 10b5-1 plan for SUPN (ticker SUPN)?

Yes. Footnote 1 states the transactions were made pursuant to a 10b5-1 trading plan adopted September 15, 2022.

At what prices were the SUPN shares sold?

Sales were reported at weighted-average prices of approximately $40.24, $42.00 and $43.12; footnotes disclose price ranges for those weighted averages.

How many SUPN shares does the reporting person beneficially own after these transactions?

The filing shows direct beneficial ownership of 1,069,933 shares after the reported transactions and indirect ownership of 1,005,600 shares via the KBT Trust.

Did the filer retain any employee stock options after these actions?

Yes. The Form 4 lists remaining derivative securities following the transactions: 195,000, 135,000 and 243,750 options as reported.
Supernus Pharma

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2.56B
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Drug Manufacturers - Specialty & Generic
Pharmaceutical Preparations
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