Supernus Pharmaceuticals, Inc. filed a Post-Effective Amendment No. 1 to six Form S-8 Registration Statements on November 2, 2026, to deregister all remaining unsold shares previously registered under its equity incentive and employee stock purchase plans, following the completion of its merger with Indivior Pharmaceuticals, Inc.
Key Highlights
- Merger completed November 2, 2026: Merger Sub merged with and into Supernus Pharmaceuticals, with Supernus continuing as the surviving corporation and becoming a wholly owned subsidiary of Indivior.
- Merger exchange ratio: Each share of Supernus 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.
- Six registration statements deregistered: File Nos. 333-201049, 333-216135, 333-239459, 333-257392, 333-280276, and 333-296947 are all covered by this post-effective amendment.
- Aggregate shares originally registered: The six statements registered, respectively, 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 Plans.
- Nasdaq delisting and Exchange Act deregistration: According to the filing, the Common Stock is being delisted from the Nasdaq Global Market and deregistered under the Securities Exchange Act of 1934.
- Name change: In connection with the merger, Indivior amended its certificate of incorporation to change its name to Supernus, Inc.
Supernus Pharmaceuticals Closes Indivior Merger and Terminates Equity Plan Offerings
On August 1, 2026, Supernus Pharmaceuticals, Inc. entered into an Agreement and Plan of Merger with Indivior Pharmaceuticals, Inc., a Delaware corporation, and Artemis Merger Sub Inc., a wholly owned subsidiary of Indivior, according to the filing. On November 2, 2026, described in the filing as the "Effective Time," Merger Sub merged with and into Supernus, with Supernus continuing as the surviving corporation and immediately thereafter becoming a wholly owned subsidiary of Indivior.
At the Effective Time, the filing states, each share of Supernus Common Stock issued and outstanding immediately prior to the Effective Time (other than certain excluded shares) was converted into the right to receive 1.5401 shares of Indivior common stock, together with cash in lieu of any fractional shares. In connection with the merger, Indivior amended its certificate of incorporation to change its name to Supernus, Inc., according to the filing.
As a result of the merger, the filing discloses that the company has ceased to be a public reporting company, the Common Stock is being delisted from the Nasdaq Global Market, and all offerings of Common Stock under the Plans have been terminated. The company stated that it is relying on an undertaking made in each of the six original registration statements to remove, by post-effective amendment, any securities that remain unsold at the termination of the offering. Accordingly, all unsold shares registered under File Nos. 333-201049 (originally filed December 18, 2014), 333-216135 (February 17, 2017), 333-239459 (June 26, 2020), 333-257392 (June 25, 2021), 333-280276 (June 17, 2024), and 333-296947 (June 22, 2026) are being removed from registration. The amendment was signed by Jack A. Khattar, President and Chief Executive Officer, in Rockville, Maryland on November 2, 2026.
What Was Disclosed
Supernus Pharmaceuticals filed post-effective amendments to six S-8 registration statements on November 2, 2026, deregistering all remaining unsold equity plan shares following the completion of its merger with Indivior Pharmaceuticals, Inc. and the company's resulting loss of public reporting status.



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