Supernus Pharmaceuticals, Inc. filed six post-effective amendments to its Form S-8 registration statements on November 2, 2026, to deregister all unsold shares of Common Stock previously registered under its equity incentive and employee stock purchase plans, following the completion of its merger with Indivior Pharmaceuticals, Inc.

Key Highlights

  • Six S-8 registrations amended: The filing covers Registration Statements Nos. 333-201049, 333-216135, 333-239459, 333-257392, 333-280276, and 333-296947, each receiving Post-Effective Amendment No. 1.
  • Merger completed November 2, 2026: Merger Sub merged with and into Supernus Pharmaceuticals, Inc., with the company continuing as a wholly owned subsidiary of Indivior Pharmaceuticals, Inc.
  • Exchange ratio set at 1.5401: Each share of Common Stock was converted into the right to receive 1.5401 shares of common stock of Indivior, plus cash in lieu of any fractional shares.
  • Nasdaq delisting underway: According to the filing, the Common Stock is being delisted from the Nasdaq Global Market and deregistered under the Securities Exchange Act of 1934.
  • Combined registered shares across six filings: The six registration statements collectively covered shares including 1,750,000; 4,200,000; 4,000,000; 11,012,893; 4,000,000; and 4,000,000 shares of Common Stock under the company's equity plans.
  • Name change recorded: In connection with the Merger, Indivior amended its certificate of incorporation to change its name to Supernus, Inc.

Supernus Pharmaceuticals Ends Equity Plan Offerings Following November 2026 Merger with Indivior

Supernus Pharmaceuticals, Inc., a Delaware corporation headquartered at 9715 Key West Avenue, Rockville, Maryland, filed post-effective amendments on November 2, 2026, to six previously effective Form S-8 registration statements. The purpose of the amendments, according to the filing, is to remove and withdraw from registration all securities that remain unissued and unsold under the company's equity incentive and employee stock purchase plans. Supernus had historically registered shares under those plans to compensate employees and facilitate employee stock purchases, a common structure among pharmaceutical companies.

The filing discloses that on August 1, 2026, Supernus entered into an Agreement and Plan of Merger with Indivior Pharmaceuticals, Inc. and Artemis Merger Sub Inc., a wholly owned subsidiary of Indivior. The merger closed on November 2, 2026, the same date the post-effective amendments were filed. As a result, Supernus became a wholly owned subsidiary of Indivior, and all offerings of Common Stock under the Plans were terminated. The filing notes that Indivior also changed its own name to Supernus, Inc. in connection with the transaction.

The six registration statements spanned filings dating back to December 18, 2014, and extended through the most recent S-8 filed on June 22, 2026, which had registered an additional 4,000,000 shares under the Amended and Restated 2021 Equity Incentive Plan. The filing states that, consistent with an undertaking made in each of the original registration statements to remove unsold securities by post-effective amendment upon termination of an offering, the company is deregistering all remaining unsold shares as of the Effective Time. The document was signed by Jack A. Khattar, President and Chief Executive Officer, in Rockville, Maryland.

What Was Disclosed

Supernus Pharmaceuticals filed post-effective amendments to six S-8 registration statements on November 2, 2026, deregistering all unsold plan shares following the completion of its merger with Indivior Pharmaceuticals, Inc. The company's Common Stock is being delisted from the Nasdaq Global Market as a consequence of the transaction.