What happened to Frank Mottola’s Performance Share Units in the Supernus (SUPN) Form 4?

Mottola exercised 3,750 Performance Share Units into Supernus common stock at a $0.00 exercise price. The Form 4 shows all such units converted, leaving a zero derivative balance, indicating this tranche of PSUs has been fully settled into common shares.

When were the Performance Share Units in the Supernus (SUPN) Form 4 originally granted?

The Performance Share Units were granted on February 23, 2023, with vesting tied to individual performance objectives set on June 12, 2023. A portion of these units later vested and was converted into 3,750 shares of Supernus common stock as reflected in the Form 4.

Supernus (SUPN) SVP Mottola sells shares after exercising 3,750 PSUs

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Supernus Pharmaceuticals SVP Frank Mottola reported a combination of equity compensation events and a small stock sale. He exercised 3,750 Performance Share Units into common stock, with 1,793 shares withheld by the company to cover taxes upon vesting of those units. Shortly after, he executed an open‑market sale of 1,623 common shares at $53.65 per share. Following these transactions, he directly owns 18,440 shares of common stock, reflecting a routine use of vested equity and partial share sale.

Insights

Routine PSU vesting with tax withholding and a modest follow-on sale.

Frank Mottola, SVP and Chief Technical Operations Officer at Supernus Pharmaceuticals, exercised 3,750 Performance Share Units into common stock. Footnotes indicate these PSUs were awarded on February 23, 2023 and vested upon achieving individual performance objectives set on June 12, 2023.

To satisfy tax obligations on the vesting, the company withheld 1,793 shares, recorded under code F. This tax-withholding disposition is not an open-market sale and simply covers required taxes tied to the compensation event.

Separately, Mottola executed an open-market sale of 1,623 common shares at $53.65 per share. After the exercise, tax withholding, and sale, he directly holds 18,440 common shares. With no remaining derivative position shown and a relatively small net share reduction, these transactions appear as standard equity compensation management rather than a thesis-changing move.

Insider Trade Summary

Net Seller: 1,623 shares ($87,074)

Net Sell 4 txns

Insider Mottola Frank

Role SVP, Chief Tech. Ops. Officer

Sold 1,623 shs ($87K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,623	$53.65	$87K
Exercise	Performance Share Unit	3,750	$0.00	--
Exercise	Common Stock	3,750	$0.00	--
Tax Withholding	Common Stock	1,793	$54.73	$98K

Holdings After Transaction: Common Stock — 18,440 shares (Direct); Performance Share Unit — 0 shares (Direct)

Footnotes (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. On February 23, 2023, 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 12, 2023.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/10/2026 - 04:13 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).

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^*

Mottola Frank

(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 Tech. Ops. Officer

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)
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	03/06/2026		M		3,750	A	$0	21,856	D
Common Stock	03/06/2026		F⁽¹⁾		1,793	D	$54.73	20,063	D
Common Stock	03/09/2026		S		1,623	D	$53.65	18,440	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	03/06/2026		M			3,750	⁽²⁾	⁽²⁾	Common Stock	3,750	$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 23, 2023, 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 12, 2023.

Remarks:

	/s/ Timothy C. Dec, as attorney-in-fact	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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Supernus (SUPN) executive Frank Mottola report?

Frank Mottola reported exercising 3,750 Performance Share Units into common stock, company withholding 1,793 shares for taxes, and selling 1,623 common shares in an open-market transaction. After these moves, he directly owns 18,440 Supernus Pharmaceuticals common shares.

How many Supernus (SUPN) shares did Frank Mottola sell and at what price?

Frank Mottola sold 1,623 shares of Supernus Pharmaceuticals common stock in an open-market transaction at $53.65 per share. This sale followed the vesting and exercise of Performance Share Units and represents a relatively modest portion of his total direct holdings.

Why were 1,793 Supernus (SUPN) shares withheld in Frank Mottola’s filing?

The 1,793 Supernus shares were withheld by the company to satisfy tax withholding requirements linked to the vesting of Performance Share Units. This is reported under transaction code F and represents tax payment, not an open-market sale or discretionary trading decision.

How many Supernus (SUPN) shares does Frank Mottola hold after these transactions?

Following the PSU exercise, tax withholding, and the open-market sale, Frank Mottola directly owns 18,440 shares of Supernus Pharmaceuticals common stock. This figure reflects his updated direct equity stake as reported in the Form 4 transaction summary.