Form 4: Supernus CFO Timothy Dec Reports RSU Vesting, Tax Withholding
Insider Transaction Report
Supernus Pharmaceuticals CFO Timothy C. Dec reported the vesting of restricted stock units and the subsequent disposition of shares to cover tax obligations.
Summary
- Timothy C. Dec, Senior Vice-President & CFO of Supernus Pharmaceuticals, Inc., reported transactions on February 24, 2026.
- Acquired a total of 4,625 shares of common stock through the vesting of restricted stock units (RSUs).
- Disposed of a total of 2,369 shares of common stock to satisfy tax withholding requirements related to the RSU vesting.
- The dispositions for tax purposes occurred at prices of $51.35 and $50.86 per share.
- Following these transactions, Mr. Dec beneficially owns 3,894 shares of common stock and 9,375 restricted stock units.
- The vested RSUs originated from grants with vesting schedules beginning on February 19, 2026, February 22, 2023, and February 22, 2025, each settling in four equal annual installments.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a neutral to slightly positive event, reflecting routine executive compensation and continued equity ownership, with no significant new information regarding company performance or strategy.
Positives
- Timothy C. Dec acquired 4,625 shares of common stock through the vesting of restricted stock units, indicating continued equity participation and alignment with shareholder interests.
- The vesting of RSUs represents a compensation event for the CFO, reflecting performance or tenure.
Negatives
- 2,369 shares of common stock were disposed of to cover tax withholding obligations, which is a reduction in direct share ownership.
Future Outlook
The filing indicates future vesting events for the remaining restricted stock units, which will continue to settle in common stock in four equal annual installments based on their respective grant schedules.
Industry Context
StockSavvy.ai notes that the vesting of restricted stock units and subsequent share dispositions for tax purposes are routine compensation events for executives in the pharmaceutical industry, aligning executive incentives with long-term company performance. This is a common practice across publicly traded companies to manage equity compensation.
Comparison to Industry Standards
- The use of Restricted Stock Units (RSUs) as a component of executive compensation, with a portion of vested shares sold to cover tax obligations, is a standard practice across the U.S. public company landscape.
- Companies like Pfizer (PFE), Johnson & Johnson (JNJ), and Merck (MRK) frequently utilize similar equity compensation structures for their senior management, where vesting schedules are tied to tenure or performance metrics, and tax withholding is handled through 'sell-to-cover' transactions.
- This aligns with typical corporate governance and compensation strategies for retaining and incentivizing key personnel.
Stakeholder Impact
- Shareholders: The transactions reflect routine executive compensation, aligning management's interests with shareholders through equity ownership, though a portion of shares were sold for tax purposes.
- Employees: No direct impact on general employees.
Next Steps
- Remaining restricted stock units will continue to vest in four equal annual installments according to their respective schedules.
Key Dates
| Date | Description |
|---|---|
| 02/22/2023 | Start date for vesting of 500 restricted stock units in four equal annual installments. |
| 02/22/2025 | Start date for vesting of 3,000 restricted stock units in four equal annual installments. |
| 02/19/2026 | Start date for vesting of 1,125 restricted stock units in four equal annual installments. |
| 02/24/2026 | Date of reported transactions for RSU vesting and share dispositions. |
| 02/25/2026 | Signature date of the reporting person. |
Recommendation
holdThis Form 4 filing details routine executive compensation events (RSU vesting and tax-related share dispositions) and does not provide new material information about Supernus Pharmaceuticals' operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The transactions are expected and do not indicate a shift in insider sentiment beyond standard compensation practices.
Keywords
Supernus Pharmaceuticals, SUPN, Timothy C. Dec, Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Stock Compensation, Tax Withholding, Beneficial Ownership
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