SUPERNUS PHARMACEUTICALS, INC. 8-K

What Happened

• Supernus Pharmaceuticals announced on its Form 8-K that, pursuant to the Contingent Value Right Agreement dated July 30, 2025 (with Equiniti Trust Company, LLC as Rights Agent), Milestone 1 was achieved on March 18, 2026, and the company notified the Rights Agent on May 17, 2026.
• As a result, the company is obligated to pay $0.50 per Contingent Value Right (CVR), an aggregate cash payment of approximately $33.4 million, payable without interest and subject to applicable withholding taxes. Supernus will deposit the amount necessary to make this payment with the Rights Agent within 20 business days of the May 17, 2026 notice; distributions will be made to CVR holders under the CVR Agreement.

Key Details

• CVR Agreement date: July 30, 2025; Rights Agent: Equiniti Trust Company, LLC.
• Milestone 1 achieved: March 18, 2026; Notice Date: May 17, 2026.
• Payment rate: $0.50 per CVR; aggregate payment: ~ $33.4 million.
• Company will deposit funds with the Rights Agent within 20 business days of the Notice Date; payment is cash, without interest, and subject to withholding taxes.

Why It Matters

• The filing establishes a concrete, near-term cash obligation of roughly $33.4 million tied to the achievement of a contractual milestone. The company must fund and deposit that amount with the Rights Agent for distribution to CVR holders under the terms of the CVR Agreement.
• Investors tracking Supernus’ contingent liabilities, cash requirements, or upcoming cash outflows should note this payment obligation as a realized milestone-triggered liability disclosed in the 8‑K.