Item 5.02 Departure of Directors and Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) Resignation of Director

On October 26, 2012, Michael Sheffery, Ph.D. tendered his resignation from the board of directors of Supernus Pharmaceuticals, Inc. (the Company"), effective on October 29, 2012. Dr. Sheffery was the designee of OrbiMed Advisors, LLC, an original investor in the Company ("OrbiMed"). His resignation was consistent with OrbiMed's policy of having its representatives resign from a company's board of directors after it becomes a public company. The board of directors has not elected to fill the vacancy created by Dr. Sheffery's resignation at this time.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following document is furnished as an Exhibit pursuant to this Current Report on Form 8-K:

Exhibit 99.1 - Press Release dated October 31, 2012 of the Company providing details regarding the resignation of Michael Sheffery, Ph.D. from the Company's board of directors.

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