SUPERNUS (NASDAQ: SUPN) CFO exercises performance units, settles taxes in shares

Rhea-AI Filing Summary

SUPERNUS PHARMACEUTICALS, INC. Senior Vice-President & CFO Timothy C. Dec exercised performance share units and settled related taxes in stock. On March 6, 2026, he converted awards into 6,000 shares of common stock, with 2,883 shares withheld at $54.73 per share for tax obligations, leaving 8,232 shares held directly.

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).

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^*

DEC TIMOTHY C

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice-President & CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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	03/06/2026		M		3,000	A	$0	8,115	D
Common Stock	03/06/2026		F(1)		1,433	D	$54.73	6,682	D
Common Stock	03/06/2026		M		3,000	A	$0	9,682	D
Common Stock	03/06/2026		F(1)		1,450	D	$54.73	8,232	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Share Unit	$0	03/06/2026		M			3,000	(2)	(2)	Common Stock	3,000	$0	0	D
Performance Share Unit	$0	03/06/2026		M			3,000	(2)	(2)	Common Stock	3,000	$0	0	D

Explanation of Responses:

1. 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.

2. 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	03/10/2026
	** 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 did SUPN CFO Timothy C. Dec report in this Form 4?

Timothy C. Dec reported exercising performance share units into 6,000 shares of SUPERNUS common stock. As part of the transaction, a portion of the shares was automatically withheld to cover tax obligations tied to the vesting of these compensation-related awards.

How many SUPN shares did the CFO receive and how many were withheld for taxes?

The CFO acquired 6,000 shares of common stock from vested performance share units. Of these, 2,883 shares were withheld by the company at a price of $54.73 per share to satisfy tax withholding requirements associated with the vesting event.

What is Timothy C. Dec’s direct SUPN share ownership after these transactions?

Following the exercise of performance share units and related tax withholding, Timothy C. Dec directly holds 8,232 shares of SUPERNUS common stock. This figure reflects his updated position after all reported transactions on March 6, 2026 were completed.

Were these SUPN transactions open-market buys or sales by the CFO?

These transactions were not open-market buys or sales. They reflect the exercise of performance share unit awards and the company’s withholding of shares to cover related tax liabilities, a common mechanism for settling tax obligations on equity compensation.

What do the footnotes reveal about the SUPN Form 4 transactions?

The footnotes explain that the withheld shares were used to satisfy tax withholding requirements on vested performance share units. They also state that the units were awarded on February 22, 2024, with vesting tied to individual performance objectives set on June 24, 2024.