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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
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Indivior Pharmaceuticals, Inc. (Name of Issuer) |
Common stock, $0.001 par value per share (Title of Class of Securities) |
(CUSIP Number) |
Martin Boskovich 333 South Grand Avenue, 28th Floor Los Angeles, CA, 90071 (213) 830-6759 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/11/2026 (Date of Event Which Requires Filing of This Statement) |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Oaktree Value Opportunities Fund, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
385,037.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.32 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Oaktree London Liquid Value Opportunities Fund (VOF), L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
180,169.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.15 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Oaktree Phoenix Investment Fund, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
CAYMAN ISLANDS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
51,271.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.04 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Oaktree Capital Management, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
292,576.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.25 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Oaktree Fund GP I, L.P. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
616,477.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.52 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
PN |
SCHEDULE 13D
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| CUSIP No. |
| 1 |
Name of reporting person
Oaktree Capital Holdings, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
909,053.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.76 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common stock, $0.001 par value per share | |
| (b) | Name of Issuer:
Indivior Pharmaceuticals, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
10710 Midlothian Turnpike, Suite 125, North Chesterfield,
VIRGINIA
, 23235. | |
Item 1 Comment:
This Amendment No. 6 (this "Amendment No. 6") amends and supplements the Schedule 13D, originally filed on October 2, 2024, as amended by Amendment No. 1 filed on November 7, 2024, as amended by Amendment No. 2 filed on December 18, 2024, as amended by Amendment No. 3 filed on March 4, 2025, as amended by Amendment No. 4 filed on November 13, 2025, and as amended by Amendment No. 5 filed on December 30, 2025. Except as set forth herein, the Schedule 13D remains in full force and effect. Each capitalized term used but not defined herein has the meaning ascribed to such term in the Schedule 13D. | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 of the Schedule 13D is hereby amended and supplemented to insert the following at the end thereof:
On various dates since the filing of Amendment No. 5, the Reporting Persons and certain of their affiliated funds and accounts engaged in open market purchases and sales of the Issuer's 0.625% Convertible Senior Notes due 2031 (the "Notes"), which are convertible into shares of Common Stock at an approximate conversion rate of $41.66 per share. The purchases of the Notes were pursuant to open market transactions, funded with working capital. As of the filing of this Statement, the Reporting Persons beneficially own an aggregate principal amount of $37.872 million of Notes convertible into 909,053 shares of Common Stock. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a)-(c) and (e) of the Schedule 13D is hereby amended and restated as follows and as set forth in subsection (b), (c) and (e) hereto:
The information set forth in rows (11) and (13) of each cover page of this Amendment No. 6 is incorporated by reference into this Item 5(a).
The Reporting Persons beneficially own an aggregate of 909,053 shares of Common Stock issuable upon conversion of $37.872 million of Notes, representing 0.76% of the Common Stock outstanding as of the date hereof. All such ownership percentages of the securities reported herein are calculated assuming 118,013,649 shares of Common Stock outstanding as of July 28, 2026, as disclosed by the Issuer in its Form 10-Q, as increased by 909,053 shares of Common Stock issuable upon conversion of Notes beneficially owned by the Reporting Persons.
In this regard, OVO Fund is the direct holder of 385,037 shares of Common Stock issuable upon conversion of Notes. VOF Fund is the direct holder of 180,169 shares of Common Stock issuable upon conversion of Notes. OPI Fund is the direct holder of 51,271 shares of Common Stock issuable upon conversion of Notes. OC Management is the investment manager to Boston Patriot Arlington St LLC, an SMA account which directly holds 103,622 shares of Common Stock issuable upon conversion of Notes. OC Management is also the investment manager of, and has included in its beneficial ownership securities held by, certain affiliated funds and accounts of the Reporting Persons that collectively hold 188,954 shares of Common Stock issuable upon conversion of Notes. Oaktree GP I is the indirect general partner of OVO Fund, VOF, and OPI Fund, and as such may be deemed to beneficially own an aggregate of 616,477 shares of Common Stock issuable upon conversion of Notes. OC Holdings is the indirect general partner of OVO Fund, VOF, OPI Fund, and Oaktree GP I, and is the sole managing member of the general partner of OC Management, and as such may be deemed to beneficially own an aggregate of 909,053 shares of Common Stock issuable upon conversion of Notes.
Each of the Reporting Persons disclaims beneficial ownership of the reported securities, and the filing of this Statement shall not be construed as an admission of such beneficial ownership for the purposes of Section 13(d) or 13(g) of the Exchange Act or for any other purpose. | |
| (b) | The information set forth in rows (7) through (10) of each cover page of this Amendment No. 6 and the information set forth in Item 5(a) hereof is incorporated by reference into this Item 5(b). | |
| (c) | Within the last 60 days of the filing of this Amendment No. 6, the Reporting Persons have disposed of shares of Common Stock in open market transactions (collectively, the "Common Stock Transactions") as follows:
Date Purchase/Sale Amount of Shares Price
26-Jun Sale 231,398 42.1308
26-Jun Sale 118,602 41.7051
16-Jul Sale 14,900 40.614
16-Jul Sale 25,100 40.6395
5-Aug Sale 432,613 38.8552
6-Aug Sale 428,711 39.2151
10-Aug Sale 235,364 38.6389
10-Aug Sale 143,935 38.5563
11-Aug Sale 303,621 38.7858
12-Aug Sale 4,542,968 37.75
Within the last 60 days of the filing of this Amendment No. 6, the Reporting Persons and certain of their affiliated funds and accounts have acquired and disposed of Notes in open market transactions as follows (collectively, the "Notes Transactions" and, together with the Common Stock Transactions, the "Transactions"):
Date Purchase/Sale Principal Amount Price
23-Jun Sale $91,000 118.104
25-Jun Sale $70,000 120.327
9-Jul Purchase $500,000 121.285
4-Aug Sale $1,750,000 111.904
5-Aug Sale $2,000,000 116.201
6-Aug Sale $2,000,000 116.278
12-Aug Sale $111,000 114.168 | |
| (e) | As a result of the Transactions on or prior to August 10, 2026, the Reporting Persons ceased to be the beneficial owners of more than five percent of the Common Stock on such date. Additional sales on August 11, 2026 resulted in a material shift in ownership requiring the filing of this Amendment No. 6, which serves as an exit filing by the Reporting Persons. | |
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 24.1 Joint Filing Agreement, dated as of August 13, 2026, by and among the Reporting Persons | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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