Indivior Pharmaceuticals Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect eight director nominees to serve one-year terms until the 2027 Annual Meeting.

2. 2

   Advisory Vote to Approve Named Executive Officer Compensation (Say-on-Pay

   ManagementBoard: FOR

   Advisory (non-binding) vote to approve the compensation of the named executive officers as disclosed in the proxy statement.

   More detail

   This management proposal asks shareholders to cast a non-binding advisory vote to approve the overall compensation of Indivior’s named executive officers as disclosed in the proxy statement (the say-on-pay vote). Management seeks shareholder support to validate its pay-for-performance executive compensation program, which emphasizes long-term, performance-based awards (PSUs and RSUs) and significant at-risk compensation tied to SUBLOCADE net revenue, adjusted operating profit and other KPIs. The Board recommends a vote FOR, citing alignment with shareholder interests, robust governance features (clawback policy, stock ownership guidelines, anti-hedging), and a compensation committee process supported by an independent consultant. Context includes a 2025 CEO transition and substantial payouts in 2025 due to strong SUBLOCADE performance, notable on-hire awards for the CEO tied to VWAP targets, and recent governance changes following redomiciliation to the U.S. Potential shareholder concerns include the magnitude of CEO on-hire awards and gross-ups for certain perquisites; management contends these were approved and align with market practice and retention needs. The advisory vote is non-binding but will be considered by the Board in future compensation decisions.

3. 3

   Advisory Vote on Frequency of Shareholder Advisory Votes on NEO Compensation (Say-on-Frequency

   ManagementBoard: FOR

   Advisory (non-binding) vote to indicate preferred frequency (1, 2 or 3 years) for future say-on-pay votes; Board recommends one year.

   More detail

   This management proposal asks shareholders to select the preferred advisory frequency—one, two, or three years—for future say-on-pay votes. Management recommends annual voting, arguing that it facilitates more direct and frequent shareholder input and aligns with the Company’s annual compensation review cycle and pay-for-performance practices. Because the vote is advisory and non-binding, the Board retains discretion; however, it will consider the outcome when setting policy. The proposal is procedural but relevant to governance engagement and investor relations: an annual frequency enables more immediate shareholder feedback on compensation changes (notably following the Company’s redomiciliation and executive transition) while multi-year frequencies are occasionally preferred by companies to reduce administrative costs and investor voting fatigue. The Board’s recommendation for one year signals management’s intent to maintain frequent engagement on compensation matters.

4. 4

   Ratification of Appointment of Independent Registered Public Accounting Firm (PricewaterhouseCoopers LLP US

   ManagementBoard: FOR

   Ratify PwC as the independent registered public accounting firm for fiscal year ending December 31, 2026.

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When is the Indivior Pharmaceuticals Inc 2026 annual meeting?

Indivior Pharmaceuticals Inc (INDV) holds its 2026 annual shareholder meeting on Wednesday, May 13, 2026.

What is the record date for the Indivior Pharmaceuticals Inc 2026 meeting?

The record date for the Indivior Pharmaceuticals Inc 2026 meeting is Wednesday, March 18, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Indivior Pharmaceuticals Inc's 2026 meeting?

The board is presenting 8 director nominees at the Indivior Pharmaceuticals Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Indivior Pharmaceuticals Inc 2026 meeting?

Shareholders will vote on 4 proposals at the Indivior Pharmaceuticals Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.