Supernus Pharmaceuticals (SUPN) Proxy filing summary

Voting matters and shareholder proposals

• Election of two directors, Frederick M. Hudson and Charles W. Newhall, III, for three-year terms is proposed, with board recommendation to vote FOR both nominees.

• Advisory (non-binding) vote on executive compensation is included, with board recommendation to vote FOR.

• Ratification of KPMG LLP as independent registered public accounting firm for fiscal year ending December 31, 2026, is proposed, with board recommendation to vote FOR.

• Proposal to amend the 2021 Equity Incentive Plan to increase the number of shares available under the plan, with board recommendation to vote FOR.

Board of directors and corporate governance

• Board recommends all proposals and nominees, indicating unified governance support for the agenda.

Executive compensation and say-on-pay

• Shareholders are asked to approve, on a non-binding basis, the compensation paid to named executive officers.