Supernus Pharmaceuticals, Inc. filed a Form 8-K with the U.S. Securities and Exchange Commission on August 3, 2026, disclosing its financial results for the second quarter ended June 30, 2026, and announcing a definitive all-stock Merger agreement with Indivior Pharmaceuticals, Inc.

Key Highlights

  • Q2 2026 results disclosed: Supernus issued a press release on August 3, 2026, covering financial results for the second quarter ended June 30, 2026, furnished as Exhibit 99.1.
  • Merger agreement announced: Supernus and Indivior Pharmaceuticals, Inc. have entered into a definitive agreement to combine in an all-stock merger of equals.
  • Joint conference call scheduled: Supernus and Indivior hosted a joint conference call and webcast on August 3, 2026, at 8:30 a.m. EDT.
  • Registration statement planned: Indivior intends to file a Form S-4 registration statement with the SEC, which will include a joint proxy statement and prospectus for both companies' stockholders.
  • Fixed exchange ratio: According to the filing, the exchange ratio in the proposed merger is fixed and will not be adjusted for changes in the Market Price of Supernus or Indivior shares.
  • Forward-looking statements included: The filing contains forward-looking statements subject to the company's cautionary language under the U.S. Private Securities Litigation Reform Act of 1995.

Supernus Discloses Q2 2026 Earnings and All-Stock Merger With Indivior

Supernus Pharmaceuticals, Inc. ( Nasdaq : SUPN), headquartered at 9715 Key West Ave, Rockville, MD 20850, filed a Form 8-K on August 3, 2026, covering two concurrent developments. First, the company disclosed its financial results for the second quarter ended June 30, 2026, via a press release furnished as Exhibit 99.1. The filing notes that this information is "furnished" and is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not subject to the liabilities of that section.

Second, the company confirmed that Supernus and Indivior Pharmaceuticals, Inc. have entered into a definitive agreement to combine in what the filing describes as "an all-stock merger of equals." In connection with the proposed transaction, Indivior intends to file a registration statement on Form S-4 with the SEC, which will include a document serving as a prospectus of Indivior and a joint proxy statement of both Indivior and Supernus. The filing urges investors and security holders to read the joint proxy statement and prospectus and other relevant documents when available, as they "will contain important information about the proposed transaction."

The filing also identifies key risks associated with the proposed merger, including: the risk that the merger may not be completed on time or at all; failure to obtain required approvals from stockholders of either company; failure or delay in obtaining required regulatory approvals; and the fact that the exchange ratio is fixed and will not be adjusted for changes in the market price of either company's shares. The filing notes these statements are the company's own and are subject to its cautionary language regarding forward-looking statements.

What Was Disclosed

Supernus Pharmaceuticals filed a Form 8-K on August 3, 2026, furnishing its Q2 2026 financial results and disclosing a definitive all-stock merger of equals agreement with Indivior Pharmaceuticals, Inc., with a joint proxy statement and prospectus to follow.