Business Context and Reporting Period
This Form 8-K reports on the Annual Meeting of Stockholders held by Supernus Pharmaceuticals, Inc. on June 18, 2026. The filing details the voting results for four proposals submitted to security holders. As of April 29, 2026, there were 58,039,721 shares of common stock outstanding and entitled to vote.
Key Financial Metrics
This filing is a current report regarding corporate governance and shareholder voting. It does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. Investors should refer to the Company's most recent Form 10-K or 10-Q for financial statements.
Material Changes and Voting Results
The filing reports the following outcomes for the proposals voted on at the Annual Meeting:
- Proposal 1 (Election of Class I Directors):
- Frederick M. Hudson: Elected with 45,058,634 votes for (2,177,068 withheld).
- Charles W. Newhall, III: Elected with 41,743,154 votes for (5,492,548 withheld).
- Proposal 2 (Executive Compensation): Approved on a non-binding basis with 45,552,633 votes for, 1,675,355 against, and 7,714 abstentions.
- Proposal 3 (Ratification of Auditors): KPMG LLP was ratified as the independent public accounting firm with 49,882,228 votes for, 417,336 against, and 9,319 abstentions.
- Proposal 4 (Equity Incentive Plan Amendment): The proposal to increase shares available under the 2021 Equity Incentive Plan was approved with 41,925,692 votes for, 5,302,088 against, and 7,922 abstentions.
Guidance, Outlook, and Risks
The filing text does not contain management commentary, financial guidance, outlook, or specific risk factors. It strictly reports the tabulation of votes for the Annual Meeting.
Key Facts for Investor Verification
- Verify the total number of shares outstanding (58,039,721) against the Company's latest quarterly report to confirm voting eligibility.
- Note the significant number of votes withheld for Director Charles W. Newhall, III (5,492,548) compared to Frederick M. Hudson (2,177,068).
- Confirm the approval of the Equity Incentive Plan amendment, which may impact future dilution, noting the 5.3 million votes cast against the proposal.
- Review the definitive proxy statement filed on April 30, 2026, for detailed context on the director nominees and executive compensation rationale.