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COLL 10-K & 10-Q changes, risk factors and insider trading

Collegium Pharmaceutical, Inc. · Nasdaq · Pharmaceutical Preparations · CIK 1267565 · All filings on SEC.gov

Everything below is quoted or computed from Collegium Pharmaceutical, Inc.'s public SEC filings. It is not a recommendation to buy or sell. Automated comparisons can contain errors; confirm with the original filing.

At a glance

92 / 3risk-factor paragraphs added / removed in latest 10-K
2new risk-factor headings
0Form 4 filings reporting open-market purchases (last 180 days)
4Form 4 filings reporting open-market sales (last 180 days)

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What changed in the latest 10-K

Comparing 10-K filed 2026-02-26 (period ending 2025-12-31) with 10-K filed 2025-02-27 (period ending 2024-12-31).

Risk Factors (10-K Item 1A)

92new paragraphs
3removed paragraphs
26reworded paragraphs
12,366 → 15,860words in section

New heading “We may not realize all the anticipated benefits from our future acquisitions, and we may be unable to successfully integrate future acquisitions.”

New heading “The use of artificial intelligence technologies in our business could expose us to significant data privacy and regulatory risks.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: investigation, penalt, artificial intelligence, ai
“Additionally, the regulatory environment for AI is rapidly evolving, with new and changing laws and regulations emerging at local, national, and international levels. These include specific rules governing privacy, automated decision-making, and other AI-related activities. Compliance requirements in this area may increase our operational costs, require material changes to our business practices, or restrict certain uses of AI technologies. …”
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New text topics: breach, artificial intelligence, generative ai, ai
“The integration of artificial intelligence (“AI”) technologies, including generative AI, machine learning, and similar tools, into our operations or by our third-party partners may introduce or heighten various data privacy and security risks. We use and integrate AI primarily to support internal productivity activities, including drafting documents, and other non-clinical, non-operational materials. …”
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New text topics: penalt, sanction, regulation
“•Our relationships with customers and payors are subject to applicable anti-kickback, fraud and abuse, transparency, and other healthcare laws and regulations, which could expose us to criminal sanctions, civil penalties, exclusion from government healthcare programs, contractual damages, reputational harm, administrative burdens, and diminished profits and future earnings; and”
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Reworded topics: tariff, china, russia, israel

Paragraph as it now reads, with added and removed wording marked:

There are currently global supply chain disruptions and shortages caused by a variety of factors, including geopolitical turmoil, suchand aschanges conflictsin involving China, the Russia-Ukrainian Wardomestic and theforeign Israel-Hamastrade war.policy, including tariffs. While we and our suppliers are still able to receive sufficient inventory of the key materials and components needed, we could experience pressure on our supply chain, including shipping delays, higher prices from suppliers, and reduced availability of materials, including excipients and packaging components. To date, supply chain interruptions have not had a material impact on our results of operations. However, if these disruptions and shortages continue, we may in the future experience a material interruption to our supply chain. Such an interruption could have a material adverse impact on our business, including but not limited to, our ability to timely manufacture and distribute our products.
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New text topics: artificial intelligence
“The use of artificial intelligence technologies in our business could expose us to significant data privacy and regulatory risks.”
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Reworded topics: china, russia, ukraine, israel

Paragraph as it now reads, with added and removed wording marked:

Events or circumstances outside of our control, including macroeconomic conditions such as recession or depression, inflation, and declines in consumer-spending could result in reduced demand for our products. An economic downturn could result in business closures, higher levels of unemployment, or declines in consumer disposable income which could have an impact on the number of patients seeking and receiving treatment for conditions that might otherwise result in the prescription of our products, as patients may make efforts to avoid or postpone seeking non-essential medical care to allocate their resources to other priorities or essential items. These circumstances, in addition to the impact of geopolitical turmoil, conflicts involving China, wars between Russia-Ukraine and Israel-Hamas (including any escalation or expansion), social unrest, political instability in the United States and elsewhere, terrorism, cyberwarfare or other acts of war, may result in reduced demand for our products and negatively impact our sales, results of operations, and liquidity.
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Full comparison: every changed paragraph (121)

Green = added, red = removed. Unchanged paragraphs, 2 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Added

•Our ability to maintain profitability is dependent upon our ability to continue successfully commercializing our products and any products we may acquire in the future;

Added

•We have substantial outstanding indebtedness, which may adversely affect our business, financial condition and results of operations;

Added

•Adverse developments affecting the financial services industry could adversely affect our business, financial condition, or results of operations;

Added

•If we cannot continue successfully commercializing our products and any products that we may acquire in the future, our business, financial condition and results of operations may be materially adversely affected and the price of our common stock may decline;

Added

•Despite receiving approval by the FDA, additional data may emerge that could change the FDA’s position on the product labeling of any of our products, including our abuse-deterrent claims with respect to Xtampza ER, and our ability to market our products successfully may be adversely affected;

Added

•Belbuca, Xtampza ER, and the Nucynta Products are subject to mandatory Risk Evaluation and Mitigation Strategy (“REMS”) programs, which could increase the cost, burden and liability associated with the commercialization of these products;

Added

•Failure to comply with ongoing governmental regulations for marketing our products, and in particular any failure to promote Xtampza ER’s abuse deterrent labeling in compliance with FDA regulations, could delay or inhibit our ability to generate revenues from their sale and could also expose us to claims or other sanctions;

Added

•Unfavorable outcomes in intellectual property litigation could be costly and potentially limit our ability to commercialize our products;

Added

•If we are unable to obtain or maintain intellectual property rights for our technologies, products or any products we may acquire, we may lose valuable assets or be unable to compete effectively in our market;

Added

•We have been, and may continue to be, forced to litigate to enforce or defend our intellectual property, which could be expensive, time consuming and unsuccessful, and result in the loss of valuable assets;

Added

•Obtaining and maintaining our patent protection depends on compliance with various procedural, document submissions, fee payment and other requirements imposed by governmental patent agencies, and our patent protection could be reduced or eliminated for non-compliance with these requirements;

Added

•If we are unable to utilize our own sales and marketing capabilities successfully or enter into strategic alliances with marketing collaborators, we may not continue to be successful in commercializing our products and may be unable to generate sufficient product revenue;

Added

•If the medical community, patients, and healthcare payors do not accept and use our products, we will not achieve sufficient product revenues and our business will suffer;

Added

•Our products contain controlled substances, the manufacture, use, sale, importation, exportation and distribution of which are subject to regulation by state and federal law enforcement and other regulatory agencies;

Added

•Current and future legislation may increase the difficulty and cost for us to continue to commercialize our products and may reduce the prices we are able to obtain for our products;

Added

•Our products may become subject to unfavorable pricing regulations or third-party coverage and reimbursement policies, which could have a material adverse effect on our business. Such pricing regulations may address the rebates that manufacturers offer to pharmaceutical benefit managers, or the discounts that manufacturers provide others within the pharmaceutical distribution chain;

Added

•Social issues around the abuse of opioids, including law enforcement concerns over diversion of opioids and regulatory and enforcement efforts to combat abuse, could decrease the potential market for our opioid products and may adversely impact external investor perceptions of our business;

Added

•If the FDA or other applicable regulatory authorities approve generic products with claims that compete with our opioid products, our sales could decline;

Added

•If the third-party manufacturers of our products fail to devote sufficient time and resources to these products, or their performance is substandard, and/or we encounter challenges with our dedicated manufacturing suite at our third-party manufacturer’s site for the manufacturing of Xtampza ER, our costs may be higher than expected and could have a material adverse effect on our business;

Added

•Because we currently rely on a sole supplier or limited number of suppliers to manufacture the active pharmaceutical ingredient of our products, any production problems with any of these suppliers could have a material adverse effect on us;

Added

•We depend on wholesale pharmaceutical distributors for retail distribution of our products; if we lose any of our significant wholesale pharmaceutical distributors or their distribution network is disrupted, our financial condition and results of operations may be adversely affected;

Added

•Our products could be subject to post-marketing requirements, which requirements may, in some cases, not be capable of timely or satisfactory completion without participation in consortia over which we have limited control;

Added

•We may not realize all the anticipated benefits from our future acquisitions, and we may be unable to successfully integrate future acquisitions;

Added

•Our business may be adversely affected by certain events or circumstances outside our control, including macroeconomic conditions and geopolitical turmoil;

Added

•Litigation or regulatory action regarding opioid medications could negatively affect our business;

Added

•We face substantial competition from other biotechnology and pharmaceutical companies, which may result in others discovering, developing or commercializing products more successfully than we do;

Added

•Commercial sales of our products may expose us to expensive product liability claims, and we may not be able to maintain product liability insurance on reasonable terms or at all;

Added

•Our relationships with customers and payors are subject to applicable anti-kickback, fraud and abuse, transparency, and other healthcare laws and regulations, which could expose us to criminal sanctions, civil penalties, exclusion from government healthcare programs, contractual damages, reputational harm, administrative burdens, and diminished profits and future earnings; and

Added

•The price of our common stock may be volatile and you may lose all or part of your investment.

Added

•realize a commercially viable price for our products;

Added

•manufacture commercial quantities of our products at acceptable cost levels;

Added

•sustain a commercial organization capable of sales, marketing and distribution for the products we sell;

Added

•obtain coverage and adequate reimbursement from third parties, including government payors;

Added

•acquire new products, or develop new indications or line extensions for existing products, in the event that revenues from our existing products are impacted by price controls, loss of intellectual property exclusivity or competition; and

Added

•comply with existing and changing laws and regulations that apply to the pharmaceutical industry, including opioid manufacturers, and to our products specifically, including FDA post-marketing requirements.

Reworded

In JulyDecember 2024, in connection with the Ironshore acquisition,2025, we entered into a Second Amended and Restated LoanCredit Agreement by and among us, certainthe oflenders ourfrom subsidiariestime to time party thereto asand guarantors,Truist BioPharma Credit PLCBank, as collateraladministrative agent, and BioPharma Credit Investments V (Master) LP and BPCR Limited Partnership (investment funds managed by Pharmakon Advisors, LP) as the lendersagent (the “Lenders”)2025 party thereto (the “2024 LoanCredit Agreement”), of which $629.7$580.0 million in principal was outstanding as of December 31, 20242025 (the “20242025 Term Loan”). In addition, we have $241.5 million in 2.875% convertible senior notes due in 2029 (the “2029 Convertible Notes”).

Added

•requiring the dedication of a substantial portion of our cash flows from operations to service our indebtedness, which will reduce the amount of cash available for operations, working capital, capital expenditures, expansion, acquisitions or general corporate or other purposes;

Added

•limiting our ability to obtain additional financing;

Added

•limiting our flexibility to plan for, or react to, changes in our business;

Added

•exposing us to the risk of increased interest rates as certain of our borrowings, including the 2025 Term Loan, are at variable rates of interest;

Added

•diluting the interests of our existing shareholders as a result of issuing shares of our common stock upon conversion of the 2029 Convertible Notes;

Added

•placing us at a possible competitive disadvantage with competitors that are less leveraged than we are or have better access to capital; and

Added

•increasing our vulnerability to downturns in our business, our industry or the economy in general.

Reworded

Additionally, the indenture governing the 2029 Convertible Notes and our 20242025 LoanCredit Agreement contain certain covenants and obligations applicable to us, including, without limitation, covenants that limit our ability to incur additional indebtedness or liens, make acquisitions or other investments or dispose of assets outside the ordinary course of business, which could limit our ability to capitalize on business opportunities that may arise or otherwise place us at a competitive disadvantage relative to our competitors.

Reworded

Failure to comply with covenants in the indenture governing the 2029 Convertible Notes or in the 20242025 LoanCredit Agreement would constitute an event of default under those instruments, notwithstanding our ability to meet our debt service obligations. A default under the indenture or a fundamental change could also result in a default under one or more of the agreements governing our other indebtedness, which may result in that other indebtedness becoming immediately payable in full. In such event, we may not have sufficient funds to satisfy all amounts that would become due. The 20242025 LoanCredit Agreement includes various customary remedies for the lenders following an event of default, including the acceleration of repayment of outstanding amounts under the 20242025 LoanCredit Agreement and execution upon the collateral securing obligations under the 20242025 LoanCredit Agreement. In addition, because our assets are pledged as a security under the 20242025 LoanCredit Agreement, if we are not able to cure any default or repay outstanding borrowings, our assets would be subject to the risk of foreclosure by our lenders.

Reworded

Further, amounts outstanding under our 20242025 LoanCredit Agreement bear an annual interest rate equal to term Secured Overnight Financing Rate (“SOFR”) plus a spread adjustment ofranging 0.13%from plus 4.50%, and are subject2.75% to quarterly amortization payments equal to 2.50% of the original funded amount of the 2024 Term Loan.3.75%. We have not hedged our interest rate exposure with respect to our floating rate debt. Accordingly, our interest expense for any period will fluctuate based on SOFR and other variable interest rates, as applicable. To the extent the interest rates applicable to our floating rate debt increase, our interest expense will increase, in which event we may have difficulties making interest payments and funding our other fixed costs, and our available cash flow for general corporate requirements may be adversely affected.

Reworded

Our business and future success are substantially dependent on our ability to continue successfully commercializing our products, including Jornay,Jornay PM, Belbuca, Xtampza,Xtampza ER, the Nucynta Products, Symproic, and any products that we may acquire in the future.

Added

•our ability to manufacture commercial quantities of our products at reasonable cost and with sufficient speed to meet commercial demand;

Added

•our ability to execute sales and marketing strategies successfully and continually;

Added

•our success in educating physicians, patients and caregivers about the benefits, administration, use and coverage of our products;

Added

•with respect to Xtampza ER, the perceived availability and advantages, relative cost, relative safety and relative efficacy of other abuse-deterrent products and treatments with similar indications;

Added

•our ability to defend successfully any challenges to our intellectual property or suits asserting patent infringement relating to our products;

Added

•the availability and quality of coverage and adequate reimbursement for our products;

Added

•a continued acceptable safety profile of our products;

Added

•our ability to acquire new products, or develop new indications or line extensions for existing products, in the event that revenues from our existing products are impacted by price controls, loss of intellectual property exclusivity or competition; and

Added

•our ability to comply with applicable legal and regulatory requirements, including any additional manufacturing or packaging requirements that may become applicable to certain opioid products.

Reworded

The FDA can require changes to the product labeling for any of our products at any timetime, which can impact our ability to generate product sales. InFor particular,example, on July 31, 2025, the FDA announced that it will be requiring safety related labeling changes for all opioid pain medications, including clearer risk information, dosing warnings, use limits, treatment guidance, safe discontinuation instructions, information on overdose reversal agents, an enhanced drug interaction warning, additional overdose risk information, and digestive health information. We have implemented the required labeling changes and continue to monitor and comply with applicable FDA requirements. Additionally, if the FDA determines that our post-marketing data for Xtampza ER does not demonstrate that the abuse-deterrent properties result in reduction of abuse, or demonstrates a shift to routes of abuse that present a greater risk, the FDA may find that product labeling revisions are needed, and potentially require the removal of our abuse-deterrence claims, which would have a material adverse effect on our ability to continue successfully commercializing Xtampza ER. The imposition of label changes now or in the future could delay or preclude us from realizing the full commercial potential of our products.

Reworded

In addition to scrutiny by the FDA, advertising and promotion of any pharmaceutical product marketed in the United States is heavily scrutinized by, among others, the Department of Justice, the Office of Inspector General for the U.S. Department of Health and Human Services, state attorneys general, members of Congress and the public. Violations, including promotion of our products for unapproved or off-label uses, are subject to enforcement letters, inquiries and investigations, and civil and criminal sanctions by government agencies. In September 2025, the FDA announced increased scrutiny of advertising and promotional practices, with a particular focus on direct-to-consumer (“DTC”) advertising, and released a large number of untitled and warning letters citing allegedly misleading claims in the marketing of prescription pharmaceutical products. This heightened enforcement environment increases the risk that our promotional materials, even if we believe them to be compliant, could be challenged by the FDA or by consumers or plaintiffs’ counsel. If we cannot successfully manage the promotion of our products, we could become subject to significant liability, which would materially adversely affect our business and financial condition.

Reworded

Our commercial organization continues to evolve and we cannot guarantee that we will continue to be successful in marketing our products. In connection with the Ironshore Acquisition, we acquired the sales force supporting Jornay PM and we cannot guarantee that we will be able to successfully grow the Jornay PM sales infrastructure, while continuing to support and maintain our existing sales organization. In addition, we compete with other pharmaceutical and biotechnology companies with extensive and well-funded sales and marketing operations to recruit, hire, train and retain sales and marketing personnel. If we are unable to continue to grow and maintain adequate sales, marketing and distribution capabilities, whether independently or with third parties, including with respect to our acquisition of Jornay,Jornay PM, we may not be able to generate sufficient product revenue and may not remain profitable. Factors that may inhibit our efforts to continue successfully commercializing our products in the United States include:

Added

•our inability to recruit and retain adequate numbers of effective sales and marketing personnel;

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Management's Discussion & Analysis (MD&A) (10-K Item 7)

52new paragraphs
9removed paragraphs
25reworded paragraphs
5,413 → 6,889words in section

New heading “Product revenues, net”

New heading “Loss on extinguishment of debt”

Removed heading “Intangible Assets”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text topics: impairment, competition
“We record the fair value of acquired finite-lived intangible assets as of the transaction date. Intangible assets are then amortized over their estimated useful lives using either the straight-line method, or if reliably determinable, based on the pattern in which the economic benefit of the asset is expected to be utilized, which is generally based on our cash flow projections. Future events, such as competition, technological advances, or other changes, are subject to uncertainty and could cause subsequent evaluations to cash flow projections. …”
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New text
“Loss on extinguishment of debt”
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New text
“Product revenues, net”
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Removed text
“Intangible Assets”
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New text topics: litigation
“•we exclude litigation settlements and contingencies that are subject to recovery from adjusted EBITDA, as well as any applicable income items, credit adjustments, or recoveries due to subsequent changes in estimates. This does not include our legal fees to defend claims, which are expensed as incurred;”
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New text topics: restructuring
“•we exclude restructuring expenses from adjusted EBITDA. Restructuring expenses primarily include employee severance and contract termination costs that are not related to acquisitions. The amount and/or frequency of these restructuring expenses are not part of our underlying business;”
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Green = added, red = removed. Unchanged paragraphs, 15 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

Our discussion and analysis of our financial condition and results of operations for the year ended DecemebrDecember 31, 20242025 as compared to December 31, 20232024 are discussed below. For a discussion of the year ended December 31, 20232024 compared to the year ended December 31, 2022,2023, refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023.2024.

Reworded

WeOur aremission buildingis to build a leading, diversified biopharmaceutical company committed to improving the lives of people living with serious medical conditions. We have developed, licensed, and acquired a portfolio of meaningfully differentiated products for use in the treatment of moderate to severe pain and attention deficit hyperactivity disorder (“ADHD”), and moderate to severe pain. We commercialize our products, consisting of Jornay PM (“Jornay”),PM, Belbuca, Xtampza ER, Nucynta ER and Nucynta IR (collectively the “Nucynta Products”), and Symproic, in the United States.

Reworded

Jornay PM is a central nervous system (“CNS”) stimulant prescription medicine that contains methylphenidate HCl, a Schedule II methylphenidate, which was approved by the U.S. Food and Drug Administration (“FDA”) in August 2018 for the treatment of attention deficit hyperactivity disorder (“ADHD”) in people six years of age and older and currently the only FDA-approved stimulant medication that is dosed in the evening. We began recognizing product revenue related to Jornay PM in September 2024 following our acquisition of Ironshore Therapeutics Inc. (“Ironshore”) (the “Ironshore Acquisition”).

Reworded

Belbuca is a buccal film that contains buprenorphine, a Schedule III opioid, and was approved by the FDA in October 2015 for severe and persistent pain that requires an extended treatment period with a daily opioid analgesic and for which alternative options are inadequate. Symproic was approved by the FDA in March 2017 for the treatment of opioid-induced constipation (“OIC”) in adult patients with chronic non-cancer pain, including patients with chronic pain related to prior cancer or its treatment who do not require frequent (e.g., weekly) opioid dosage escalation. We began shipping and recognizing product revenue related to Belbuca in March 2022 following our acquisition of BioDelivery Sciences International, Inc. (“BDSI”).

Reworded

Xtampza ER, an abuse-deterrent, extended-release, oral formulation of oxycodone, is a Schedule II opioid and was approved by the FDA in April 2016 for the management of severe and persistent pain that requires an extended treatment period with a daily opioid analgesic and for which alternative treatment options are inadequate. We commercially launched Xtampza ER in June 2016.

Reworded

The Nucynta Products are extended-release (“ER”) and immediate-release (“IR”) oral formulations of tapentadol.tapentadol, a Schedule II opioid. In November 2008, the FDA approved Nucynta ER and Nucynta IR. Nucynta ER is indicated for the management of severe and persistent pain that requires an extended treatment period with a daily opioid analgesic, including neuropathic pain associated with diabetic peripheral neuropathy in adults, and for which alternate treatment options are inadequate. Nucynta IR is indicated for the management of acute pain severe enough to require an opioid analgesic and for which alternative treatments are inadequate in adults and pediatric patients aged 6 years and older with a body weight of at least 40 kg. We began shipping and recognizing product revenue on the Nucynta Products in January 2018 and began marketing the Nucynta Products in February 2018. In August 2023, the FDA granted New Patient Population exclusivity in pediatrics for Nucynta IR.IR in pediatric patients. This grant extended the period of U.S. exclusivity for Nucynta IR from June 27, 2025 to July 3, 2026. In June 2024, the FDA granted pediatric exclusivity to the Nucynta Products for an additional six months, to January 3, 2027 for Nucynta IR and December 27, 2025 for Nucynta ER.

Added

We have entered into an authorized generic agreement with Hikma Pharmaceuticals USA Inc. (“Hikma”), pursuant to which we granted Hikma rights relating to an authorized generic version of the Nucynta Products in the United States. In January 2026, a generic equivalent of Nucynta IR 50mg, 75mg and 100mg tablets was approved under an abbreviated New Drug Application (“ANDA”) filed by a third party with the FDA, which carves out pediatric use from its label. As a result of the anticipated launch of the third-party generic equivalent of Nucynta IR, Hikma launched a generic version of Nucynta IR on February 25, 2026. Hikma is expected to launch a generic version of Nucynta ER in the first quarter of 2026.

Reworded

SymproicSymproic, an oral formulation of naldemedine, was approved by the FDA in March 2017 for the treatment of opioid-induced constipation (“OIC”) in adult patients with chronic non-cancer pain, including patients with chronic pain related to prior cancer or its treatment who do not require frequent (e.g., weekly) opioid dosage escalation. We began shipping and recognizing product revenue related to Symproic in March 2022 following our acquisition of BDSI.

Reworded

Product revenues through the year ended December 31, 20242025 were generated from sales of Jornay,Jornay PM, Belbuca, Xtampza ER, the Nucynta Products, and Symproic. In accordance with Accounting Standards Codification Topic 606, Revenue from Contracts with Customers, (“ASC 606”) product sales are recorded upon delivery of products to customers (upon the transfer of control of the product to the customer), net of a provision for estimated chargebacks, rebates, sales incentives and allowances, distribution service fees, and returns.

Reworded

Interest expense consists primarily of cash and non-cash interest costs related to our debt, including term loans, delayed draw term loans, a revolving credit facility, and convertible notes. Our term loans consist of the term loan issued in MarchDecember 2022 in connection with the BDSI Acquisition and refinancing our 2020 Term Loan2025 (the “20222025 Term Loan”), which was issued along with a delayed draw term loan and revolving credit facility (collectively, the “2025 Credit Facility”), as well as the term loan issued in July 2024 in connection with the Ironshore Acquisition (the “2024 Term Loan”), and the term loan issued in March 2022 in connection with the BDSI Acquisition (the “2022 Term Loan”). Our convertible notes consist of the convertible notes issued in February 2023 (the “2029 Convertible Notes”) and the convertible notes issued in February 2020 in connection with the Nucynta Acquisition (the “2026 Convertible Notes”), and convertible notes issued in February 2023 (the “2029 Convertible Notes”).

Reworded

Provisions for product returns, including returns for Jornay,Jornay PM, Belbuca, Xtampza,Xtampza ER, the Nucynta Products, and Symproic, are based on product-level returns rates, including processed as well as unprocessed return claims, in addition to relevant market events and other factors. Estimates of the future product returns are made at the time of revenue recognition to determine the amount of consideration to which we expect to be entitled (that is, excluding the products expected to be returned). At the end of each reporting period, we analyze trends in returns rates and update our assessment of variable consideration for returns. To the extent we receive amounts in excess of what we expect to be entitled to receive due to a product return, we do not recognize revenue when we transfer products to customers but instead recognize those excess amounts received as a refund liability. We update the measurement of the refund liability at the end of each reporting period for changes in expectations about the amount of refunds with the corresponding adjustments recognized as revenue (or reductions of revenue).

Reworded

We completed the Ironshore Acquisition in September 2024 and the BDSI Acquisition in March 2022, both of2024, which werewas accounted for as a business combinations.combination. To determine whether the acquisitionsacquisition should be accounted for as a business combinationscombination or as an asset acquisitions,acquisition, we made certainmake judgments regarding whether the acquired set of activities and assets met the definition of a business. Judgment is required in assessing whether the acquired processes or activities, along with their inputs, would be substantive to constitute a business, as defined by U.S. GAAP.

Removed

Intangible Assets

Removed

We record the fair value of acquired finite-lived intangible assets as of the transaction date. Intangible assets are then amortized over their estimated useful lives using either the straight-line method, or if reliably determinable, based on the pattern in which the economic benefit of the asset is expected to be utilized, which is generally based on our cash flow projections. Future events, such as competition, technological advances, or other changes, are subject to uncertainty and could cause subsequent evaluations to cash flow projections. We test intangible assets for potential impairment whenever triggering events or circumstances present an indication of impairment. If the sum of expected undiscounted future cash flows of the intangible assets (or asset group) is less than the carrying amount of such assets, the intangible assets would be written down to the estimated fair value, calculated based on the present value of expected future cash flows. As of December 31, 2024, our intangible assets included those acquired in connection with the Ironshore Acquisition, the BDSI Acquisition, and the Nucynta Intangible Asset.

Added

Product revenues, net

Reworded

Product revenues, net were $780.6 million for the year ended December 31, 2025 (“2025”), compared to $631.4 million for the year ended December 31, 2024 (“2024”), compared to $566.8 million for the year ended December 31, 2023 (“2023”), representing a $64.6$149.2 million increase. The $64.6$149.2 million increase iswas primarily due to increases in revenue for Jornay PM of $37.2$111.7 million, the Nucynta Products of $19.8 million, Belbuca of $29.2$10.4 million, and Xtampza ER of $14.0$8.0 million, partially offset by decreases in revenue for theSymproic Nucyntaand Productsother of $14.3 million and Symproic of $1.4$0.7 million.

Added

The increase in revenue for Jornay PM of $111.7 million was due to 2025 including a full year of product revenues compared to a partial year in 2024 as the product was acquired from the Ironshore Acquisition in September 2024.

Removed

The increase in revenue for Jornay of $37.2 million is due to the acquisition of the product from Ironshore in 2024.

Removed

The increase in revenue for Belbuca of $29.2 million is primarily due to higher sales volume, gross price, and lower gross-to-net adjustments related to provisions for rebates, partially offset by higher gross-to-net adjustments related to provisions for chargebacks.

Reworded

The increase in revenue for Xtampzathe ERNucynta Products of $14.0$19.8 million iswas primarily due to lower gross-to-net adjustments related to provisions for rebates and higher gross price, partially offset by lower sales volume.

Reworded

The decreaseincrease in revenue for the Nucynta ProductsBelbuca of $14.3$10.4 million iswas primarily due to lower salesgross-to-net volumeadjustments related to provisions for rebates and higher gross price, partially offset by higher gross-to-net adjustments related to provisions for rebates,chargebacks partiallyand offsetlower bysales higher gross price.volume.

Added

The increase in revenue for Xtampza ER of $8.0 million was primarily due to lower gross-to-net adjustments related to provisions for rebates, including the recognition of $3.2 million related to certain rebate settlements during 2025. In addition, revenue increased due to higher gross price partially offset by lower sales volume.

Added

Cost of product revenues (excluding intangible asset amortization) was $95.4 million for 2025, compared to $88.8 million for 2024. The $6.6 million increase was primarily due to 2025 including a full year of cost of product revenues for Jornay PM compared to a partial year in 2024 as the product was acquired from the Ironshore Acquisition in September 2024. In addition, cost of product revenues increased due to 2025 including $3.1 million of royalty expense related to the Company’s license agreement with Grünenthal that is subject to future recovery, partially offset by lower current period royalty expense.

Added

Intangible asset amortization was $221.9 million for 2025, compared to $165.3 million for 2024. The $56.6 million increase in intangible asset amortization was primarily related to 2025 including a full year of amortization from the intangible asset acquired in the Ironshore Acquisition in September 2024.

Removed

Cost of product revenues (excluding intangible asset amortization) was $88.8 million for 2024, compared to $94.8 million for 2023. The $6.0 million decrease was primarily related to 2023 including higher cost of product revenues related to the step-up basis in inventory acquired from BDSI, partially offset by cost of product revenues for Jornay as well as higher sales volume in 2024 for Belbuca.

Removed

Intangible asset amortization was $165.3 million for 2024, compared to $145.8 million for 2023. The $19.5 million increase in intangible asset amortization was primarily related to the Ironshore Acquisition in 2024. This increase was partially offset by a decrease as a result of the FDA granting New Patient Population exclusivity for Nucynta IR until July 3, 2026 in the third quarter of 2023, resulting in an extension of the estimated useful life of the underlying intangible asset and a reduction of amortization expense recognized in 2024.

Added

•an increase in salaries, wages and benefits of $49.4 million primarily due to additional headcount added in 2025 as a result of the Ironshore Acquisition, including the expansion of the sales force that promotes Jornay PM in 2025, as well as expenses incurred as a result of certain executive transitions announced in 2025, including stock-based compensation expense of $2.6 million related to accelerated equity awards and severance, benefits, and related expenses incurred of $1.4 million;

Added

•an increase in sales and marketing expenses of $37.6 million, primarily due to expenses incurred to support Jornay PM following the Ironshore Acquisition in September 2024; and

Added

•an increase in audit and legal expenses of $4.9 million primarily due to expenses related to litigation; partially offset by:

Added

•a decrease in acquisition related expenses of $20.1 million, as 2024 included transaction costs and other expenses incurred shortly after the Ironshore Acquisition that did not recur at the same level in 2025.

Added

Gain on fair value remeasurement of contingent consideration was $1.2 million for 2025, compared to $2.9 million for 2024. The $1.7 million decrease was due to the revaluation of the contingent consideration associated with the Ironshore Acquisition and reflects the liability being reduced to zero in 2025 after the related milestone was not achieved.

Added

Interest expense was $82.3 million for 2025, compared to $74.0 million for 2024. The $8.3 million increase was primarily due to higher interest expense of $8.8 million related to the deferred royalty obligation that was assumed as part of the Ironshore Acquisition in September 2024. Interest expense from term loans was materially consistent in 2025 compared to 2024 due to the refinancing of our term loans in the third quarter of 2024 and the fourth quarter of 2025, which resulted in a lower interest rate offset by a higher principal balance.

Removed

Interest expense was $74.0 million for 2024, compared to $83.3 million for 2023. The $9.3 million decrease was primarily due to lower interest expense associated with the 2022 Term as a result of a lower average overall principal balance during 2024, as well as a lower interest rate on the 2024 Term Loan.

Reworded

Interest income was $11.3 million for 2025, compared to $14.0 million for 2024, compared to $15.6 million for 2023.2024. The $1.6$2.7 million decrease was primarily due to lower interest rates earned on cash equivalents and marketable securities as well as a lower overall average balance invested in 20242025 compared to 2023.2024.

Added

Loss on extinguishment of debt

Reworded

Loss on extinguishment of debt was $16.0 million for 2025, compared to $11.3 million for 2024,2024. comparedThe to $23.5$4.7 million for 2023. The $12.2 million decreaseincrease was due to 20232025 including a $23.5$16.0 million loss on extinguishment resulting from the repurchase of $117.4 millionrepayment of the 20262024 ConvertibleTerm Notes in 2023.Loan. In 2024, the remaining $26.4 million of the 2026 Convertible Notes were redeemed, resulting in a $7.2 million loss on extinguishment in 2024.extinguishment. In addition, in 2024, assumed debt from the Ironshore Acquisition was redeemed,extinguished, resulting in a loss on extinguishment of $4.1 million in 2024.million.

Reworded

The provision for income taxes was $29.7 million for 2025, compared to $29.4 million for 2024, compared to $27.6 million for 2023.2024. The $1.8$0.3 million increase iswas primarily due to higher earningsnondeductible before taxesitems in 2025 compared to 2024, including the impact of nondeductible officer compensation, stock compensation, and provision-to-return adjustments, partially offset by 2023lower includingearnings higherbefore non-deductible costs associated with debt extinguishments.taxes. The effective tax rate was 29.8%32.1% and 36.4%29.8% for 20242025 and 2023,2024, respectively.

Reworded

Historically, we have funded our operations primarily through public offerings of our common stock, private placements of term debt; convertible notes; and cash inflows from sales of our products. We are primarily dependent on the commercial success of Jornay,Jornay PM, Belbuca, Xtampza,Xtampza ER, and the Nucynta Products.

Added

In December 2025, we entered into the 2025 Credit Agreement, which consists of the $580.0 million 2025 Term Loan, a $300.0 million of delayed draw term loan commitments, and a $100.0 million revolving credit facility, which is fully available as of December 31, 2025. The 2025 Term Loan was used to repay in full the remaining outstanding obligations under the 2024 Term Loan and to pay fees and expenses relating to the entry into the 2025 Credit Agreement and the remainder for general corporate purposes.

Removed

In July 2024, we amended and replaced our 2022 Term Loan with the 2024 Term Loan, which consisted of a $320.8 million initial term loan and a $325.0 million delayed draw term loan. We used the proceeds of the initial term loan to refinance in full all outstanding indebtedness under the 2022 Term Loan. We used the proceeds of the delayed draw term loan to fund a portion of the consideration to complete the Ironshore Acquisition and, to pay fees and expenses in connection with the Ironshore Acquisition and the 2024 Term Loan. We will use the remainder for general corporate purposes.

Reworded

As of December 31, 2024,2025, the outstanding principal balance of the 20242025 Term Loan was $629.7$580.0 million, of which $64.6$29.0 million in principal payments are due within the next 12 months. As of December 31, 2024,2025, the outstanding principal balance of the 2029 Convertible Notes was $241.5 million, which is due in 2029.million. As of December 31, 2024,2025, and December 31, 2023,2024, we had $70.6$231.3 million and $238.9$70.6 million in cash and cash equivalents, respectively.

Reworded

Although our current assets of $482.3 million and current liabilities of $508.1 million resulted in a working capital deficit as of December 31, 2024, weWe believe that our cash, cash equivalents, and marketable securities as of December 31, 2024,2025, together with expected cash inflows from operations, will enable us to fund our operating expenses, debt service and capital expenditure requirements under our current business plan for the foreseeable future.

Reworded

The following transactions represent ourOur material borrowing arrangements and equity offerings: are the 20242025 TermCredit Loan,Facility and the 2029 Convertible Notes. Refer to Note 14, Debt, for more information.

Added

Operating activities. Cash provided by operating activities was $329.3 million in 2025, compared to $205.0 million in 2024. The $124.3 million increase in cash provided by operating activities was primarily due to the increase in cash flow from operating results after adjustment for non-cash items that are included in net income as well as due to changes in working capital, which were significantly impacted by the payment of assumed liabilities from Ironshore in 2024.

Removed

Operating activities. Cash provided by operating activities was $205.0 million in 2024, compared to $274.7 million in 2023. The $69.7 million decrease in cash provided by operating activities was primarily due to $60.9 million of cash used to settle certain liabilities assumed from Ironshore at the Acquisition in September 2024, including the settlement of $28.4 million of Ironshore cash-settled share-based awards liabilities, $23.5 million of accrued operating liabilities, and $9.0 million of Ironshore cash-settled warrant liabilities. In addition, $20.7 million of acquisition-related expenses were paid in 2024, including $9.6 million in employee-related expenses, $7.8 million in transaction costs, $1.1 million in Ironshore directors and officers insurance expense, and $2.2 million in other acquisition related expenses in 2024 related to the Ironshore Acquisition. These decreases were partially offset by increases in cash flow from operating results, which reflects operating earnings, after adjustment for non-cash items that are included in net income.

Reworded

Investing activities. Cash used in investing activities was $63.5 million in 2025, compared to $287.8 million in 2024,2024. comparedThe to $70.8$224.3 million in 2023. The $217.0 million increasedecrease in cash used in investing activities was primarily due to2024 including $267.5 million of cash paidused to acquire Ironshore (net of cash acquired), andpartially $18.8offset by a $43.2 million increase in purchasescash of marketable securities, partially offset by $70.6 million increaseused in maturitiesinvesting ofin marketable securities.

Reworded

Financing activities. Cash used in financing activities was $110.2 million in 2025, compared to $60.6 million in 2024,2024. comparedThe to $140.2$49.6 million increase in 2023.cash Theused $79.6in millionfinancing decreaseactivities was primarily due to:

Added

•an increase in cash used for repayments of term loans of $527.7 million; and

Added

•an increase in deferred purchase price payments related to the Ironshore Acquisition of $7.6 million; partially offset by:

Added

•an increase in cash provided by term note financings of $252.0 million;

Added

•2024 including the repayment of assumed debt from the Ironshore Acquisition of $164.6 million, which did not recur in 2025;

Added

•a decrease in cash used to repurchase common stock of $34.9 million; and

Added

•2024 including the redemption of $33.2 million of the remaining 2026 Convertible Notes, which did not recur in 2025.

Added

•expected operating expenses to manufacture and commercialize our products and to operate our organization;

Added

•repayment of outstanding principal amounts and interest in connection with our 2025 Term Loan and 2029 Convertible Notes;

Added

•royalties we pay on sales of certain products within our portfolio;

Added

•payment of income taxes;

Added

•deferred royalty obligation in connection with Jornay PM;

Added

•operating lease obligations;

Added

•minimum purchase obligations in connection with our contract manufacturer; and

Showing the first 60 of 86 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

What changed in the latest 10-Q

Comparing 10-Q filed 2026-08-06 (period ending 2026-06-30) with 10-Q filed 2026-05-07 (period ending 2026-03-31).

Risk Factors (10-Q Part II, Item 1A)

0new paragraphs
10removed paragraphs
23reworded paragraphs
16,614 → 16,329words in section

Removed heading “The announcement and pendency of our acquisition of AZSTARYS® may have an adverse effect on our business, financial condition, operating results and cash flows.”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

Removed text
“The announcement and pendency of our acquisition of AZSTARYS® may have an adverse effect on our business, financial condition, operating results and cash flows.”
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Reworded topics: investigation

Paragraph as it now reads, with added and removed wording marked:

IfThere theremay arebe unanticipated or larger than anticipated liabilities related to AZSTARYS®Azstarys for patent and trademark infringement claims, violations of laws, commercial disputes, taxes and other known and unknown types of liabilities, there may be liabilities that we underestimated or did not discover in the course of performing our due diligence investigation of our acquired companies and businesses.liabilities. In addition, we may not be able to maintain or increase the levels of revenue, earnings or operating efficiency for AZSTARYS®Azstarys that have been historically achieved by Corium.
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Reworded

Paragraph as it now reads, with added and removed wording marked:

We depend on wholesale pharmaceutical distributors and other distribution partners for retail distribution of our products; if we lose any of our significant wholesale pharmaceutical distributorsdistributor or theirdistribution partner, or its distribution network is disrupted, our financial condition and results of operations may be adversely affected.
see in full comparison
Reworded

Paragraph as it now reads, with added and removed wording marked:

Our ability to realize the benefits from the AZSTARYS®Azstarys Acquisition is substantially dependent on the timely and effective transitionintegration of the AZSTARYS®Azstarys operations frominto Coriumour toongoing Collegium.operations.
see in full comparison
Removed text
“On March 19, 2026, we entered into an equity purchase agreement with Corium Therapeutics Holdings, LLC, and Corium, LLC (together, “Corium”), pursuant to which we will acquire AZSTARYS®, a central nervous system stimulant prescription medicine used for the treatment of Attention Deficit Hyperactivity Disorder (“ADHD”). The transaction (the “AZSTARYS® Acquisition”) is expected to close in the second quarter of 2026, subject to customary closing conditions. …”
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Removed text
“Additionally, there may be certain PMRs or post-marketing commitments that we fulfill on our own for our products, including via the conduct of post-marketing surveillance or observational studies. For example, under FDA’s post-marketing requirement 3033-11, holders of NDAs for extended-release and long-acting opioid analgesics to evaluate long-term efficacy of opioid analgesics and the risk of opioid-induced hyperalgesia. …”
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Full comparison: every changed paragraph (33)

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Reworded

•We depend on wholesale pharmaceutical distributors and other distribution partners for retail distribution of our products; if we lose any of our significant wholesale pharmaceutical distributorsdistributor or theirdistribution partner, or its distribution network is disrupted, our financial condition and results of operations may be adversely affected;

Removed

•The announcement and pendency of our acquisition of AZSTARYS® may have an adverse effect on our business, financial condition, operating results and cash flows;

Reworded

•Our ability to realize the benefits of the acquisition of AZSTARYS®Azstarys is substantially dependent on the timely and effective integration of AZSTARYS®Azstarys;

Reworded

As of December 31, 2025, we had a gross U.S. federal net operating loss (“NOL”) carryforward of approximately $66.6 million and state NOL carryovers of approximately $192.4 million. The U.S. federal and state NOL carryforwards expire at various dates through 2037. Federal NOLs and certain state NOLs incurred in 2018 and onward have an indefinite expiration under the Tax Cuts and Jobs Act of 2017 and applicable state statutes. We also had U.S. federal tax credits of approximately $0.7 million. We do not have any state tax credits. These tax attributes are generally subject to a limited carryover/carryback period and are also subject to the annual limitations that may be imposed under Section 382 of the Internal Revenue Code of 1986. In addition, as part of the Azstarys Acquisition, we acquired Swiss net operating losses relating to Commave Therapeutics SA, a Switzerland-based subsidiary. We have maintained a valuation allowance on the portion of the deferred tax asset associated with the acquired Swiss net operating losses that is not more likely than not to be realized. Refer to Note 18, Income Taxes, toin our condensed consolidated financial statements included in Part I of this Quarterly Report on Form 10-Q.

Reworded

In December 2025, we entered into a Credit Agreement by and among us, the lenders from time to time party thereto and Truist Bank, as administrative agent (the “2025 Credit Agreement”), of which $572.8$865.5 million in principal was outstanding as of MarchJune 31,30, 2026 (the “2025 Term Loan”). In addition, we have $241.5 million in 2.875% convertible senior notes due in 2029 (the “2029 Convertible Notes”).

Reworded

Our business and future success are substantially dependent on our ability to continue successfully commercializing our products, including Jornay PM, Azstarys, Belbuca, Xtampza ER, the Nucynta Products, Symproic, and any products that we may acquire in the future.

Reworded

If our products fail to have an adequate level of acceptance by the medical community, patients, or healthcare payors, we will not be able to generate sufficient revenue to remain profitable. Since we expect to rely on sales generated by Jornay PM, Azstarys, Belbuca, Xtampza ER, the Nucynta Products, and Symproic for substantially all of our revenues for the foreseeable future, the failure of these products to maintain market acceptance would harm our business prospects. For example, on July 2, 2025, the FDA announced it will be revising the labeling of all extended-release ADHD products to warn about the risk of weight loss and other adverse reactions (side effects) in patients younger than 6 years taking these medications. It is unknown whether this label update may result in adverse consequences for future Jornay PM prescribing or use since it is an extended-release product.

Reworded

We have sought in the past, and may seek in the future, FDA pediatric exclusivity for some of our products. Pediatric exclusivity, if granted, adds six months of patent term and marketing exclusivity to existing exclusivity periods for all formulations, dosage forms, and indications for the active moiety, provided that at the time pediatric exclusivity is granted there is not less than nine months of term remaining. The regulatory exclusivity period for Nucynta IR in the United States has been extended through July 3, 2026, following the grant of New Patient Population exclusivity in pediatrics by the FDA in August 2023 based on data from pediatric trials which were submitted in response to the FDA’s Pediatric Written Request (the “Written Request”) to evaluate the use of Nucynta as a treatment for pain in pediatric patients aged 6 years and older. In June 2024, we announced that the FDA deemed these data to be responsive to its Written Request, granting pediatric exclusivity to the entire Nucynta franchise for an additional six months, to December 27, 2025 for Nucynta ER and January 3, 2027 for Nucynta IR. While we have received pediatric exclusivity for the products, there is no guarantee that we will maintain such exclusivity. In January 2026, a generic version of Nucynta IR 50mg, 75mg, and 100mg tablets was approved under an ANDA filed by a third-party with the FDA which carves out pediatric use from its label. Further, we have entered into an authorized generic agreement with Hikma, pursuant to which we granted Hikma certain rights relating to an authorized generic version of the Nucynta Products in the United States. Hikma launched a generic version of Nucynta IR on February 25, 2026 and a generic version of Nucynta ER on March 11, 2026. While we receive a profit share payment based on Hikma’s sales of its authorized generic Nucynta Products, Hikma retains full pricing control of those products and the amount of payments we will receive from those sales is uncertain. These authorized generics and any other generic entrants into the market may impact our net revenue for the Nucynta Products.

Reworded

Failure to obtain the necessary active pharmaceutical ingredients, excipients or components necessary to manufacture our products could adversely affect our ability to continue to commercialize our products, which could in turn adversely affect our results of operations and financial condition. Likewise, the inability of any of our sole or limited suppliers to provide components that meet our specifications and requirements could adversely impact our ability to manufacture our products. In addition, DEA regulations, through the quota procurement process, limit the amount of DEA-controlled active pharmaceutical ingredient we have available for manufacture. Consequently, we are limited in our ability to maintain an appreciable safety stock of finished drug product. Recently, the ADHD market has encountered several supply chain interruptions, due to, among other items, limited DEA quota of methylphenidate hydrochloride, creating a shortage in supply of ADHD medication. In June 2024, the U.S. Centers for Disease Control and Prevention issued an official health advisory warning, noting that patients who rely on prescription stimulant medications to treat ADHD could experience a disruption to their treatment and disrupted access to care while the shortage persists. On October 2, 2025, the DEA increased the aggregate production quota for methylphenidate and d-methylphenidate in response to comments it had received regarding the prior DEA action resulting in shortage conditions for methylphenidate.methylphenidate and d-methylphenidate. It is unknown whether this increase will be effective in resolving prior supply chain disruptions and shortage conditions. While Jornay PM hasand Azstarys have not experienced these issues to date, there is no assurance that we will not experience these issues related to Jornay PM or Azstarys in the future.

Reworded

We depend on wholesale pharmaceutical distributors and other distribution partners for retail distribution of our products; if we lose any of our significant wholesale pharmaceutical distributorsdistributor or theirdistribution partner, or its distribution network is disrupted, our financial condition and results of operations may be adversely affected.

Reworded

A significant percentage of our product shipments are tomade through four significant customers and distribution partners, including three of our wholesale pharmaceutical distributors.distributors and our distribution partner for Azstarys. Our loss of any of these wholesale pharmaceutical distributors’ accounts, orrelationships, a material reduction in their purchasespurchases, or a significant disruption to transportation infrastructure or other means of distribution of our products, could have a material adverse effect on our business, results of operations, financial condition and prospects. The significance of each wholesale pharmaceutical distributor accountrelationship to our business adversely impacts our ability to negotiate favorable commercial terms with each such distributor,terms, and as a result, we may be forced to accept terms that adversely impact our results of operations.

Reworded

In addition, these wholesalercustomers customersand distribution partners comprise a significant part of the distribution network for pharmaceuticalour products in the United States. This distribution network has undergone, and may continue to undergo, significant consolidation marked by mergers and acquisitions. As a result, a small number of large wholesale distributors control a significant share of the market. Consolidation ofamong drugpharmaceutical wholesalersdistributors has increased, and may continue to increase, competitive and pricing pressures on pharmaceutical products. We cannot guarantee that we can manage these pricing pressures or that wholesalerdistributor purchases will not fluctuate unexpectedly from period to period.

Reworded

For certain of our products, we are subject to post-marketing requirements to conduct epidemiological studies and clinical trials, or, in some cases, to conduct post-marketing surveillance or observational studies to gather additional information about our products. For our opioid products, we generally intend to fulfill our post-marketing requirements (“PMRs”) by virtue of our participation in the Opioid PMR Consortium (“OPC”). Although we retain discretion in how to discharge such PMRs, the scale and scope of the studies required by the FDA make it cost prohibitive to discharge these requirements other than by joining the OPC that was formed to conduct them. We are a member of the OPC and engage in decision-making as a member of that organization, but do not have a majority. If the OPC fails to conduct sufficiently rigorous studies or is unable to achieve the patient enrollment or other requirements established by the FDA, we may be unable to satisfy our PMRs and the FDA may choose to withdraw or otherwise restrict its approval of our opioid products. Additionally, there may be certain PMRs or post-marketing commitments that we fulfill on our own for our products, including via the conduct of post-marketing surveillance or observational studies. For example, under FDA’s post-marketing requirement 3033-11, holders of NDAs for extended-release and long-acting opioid analgesics are required to evaluate long-term efficacy of opioid analgesics and the risk of opioid-induced hyperalgesia. If such studies lead to the discovery of adverse findings regarding the safety or benefit profiles of our products, then the FDA may choose to withdraw or otherwise restrict the approval of our products or the FDA or we may determine that labeling changes are warranted based on their finding. Such withdrawal or restriction or labeling changes for our products would have an adverse impact on our business and financial condition.

Removed

Additionally, there may be certain PMRs or post-marketing commitments that we fulfill on our own for our products, including via the conduct of post-marketing surveillance or observational studies. For example, under FDA’s post-marketing requirement 3033-11, holders of NDAs for extended-release and long-acting opioid analgesics to evaluate long-term efficacy of opioid analgesics and the risk of opioid-induced hyperalgesia. If such studies lead to the discovery of adverse findings regarding the safety or benefit profiles of our products, then the FDA may choose to withdraw or otherwise restrict the approval of our products or the FDA or we may determine that labeling changes are warranted based on their finding. Such withdrawal or restriction or labeling changes for our products would have an adverse impact on our business and financial condition.

Removed

The announcement and pendency of our acquisition of AZSTARYS® may have an adverse effect on our business, financial condition, operating results and cash flows.

Removed

On March 19, 2026, we entered into an equity purchase agreement with Corium Therapeutics Holdings, LLC, and Corium, LLC (together, “Corium”), pursuant to which we will acquire AZSTARYS®, a central nervous system stimulant prescription medicine used for the treatment of Attention Deficit Hyperactivity Disorder (“ADHD”). The transaction (the “AZSTARYS® Acquisition”) is expected to close in the second quarter of 2026, subject to customary closing conditions. We have devoted, and will continue to devote, significant management and other internal resources towards the completion of the AZSTARYS® Acquisition and planning for integration. Completion of the AZSTARYS® Acquisition is subject to conditions beyond our control that may prevent, delay or otherwise adversely affect its completion in a material way. The failure to complete the AZSTARYS® Acquisition in a timely manner or at all could negatively impact the market price of our common stock as it currently reflects an assumption that the transaction will be completed. Furthermore, if the AZSTARYS® Acquisition is significantly delayed or not completed, we may suffer other consequences that could adversely affect our business, results of operations and stock price, including the following:

Removed

▪we would have incurred significant costs in connection with the AZSTARYS® Acquisition that we may be unable to recover;

Removed

▪we may be subject to negative publicity or be negatively perceived by the investment or business communities;

Removed

▪we may be subject to legal proceedings related to the AZSTARYS® Acquisition;

Removed

▪any disruptions to our business resulting from the announcement and pendency of the AZSTARYS® Acquisition, including any adverse changes in our relationships with our customers, suppliers, other business partners and employees, may continue or intensify in the event the AZSTARYS® Acquisition is not consummated; and

Removed

▪we may not be able to take advantage of alternative business opportunities or effectively respond to competitive pressures.

Removed

There can be no assurance that our business, financial condition, operating results and cash flows will not be adversely affected, as compared to prior to the announcement of the AZSTARYS® Acquisition, if the AZSTARYS® Acquisition is not consummated.

Reworded

Our ability to realize the benefits from the AZSTARYS®Azstarys Acquisition is substantially dependent on the timely and effective transitionintegration of the AZSTARYS®Azstarys operations frominto Coriumour toongoing Collegium.operations.

Reworded

On May 12, 2026, we completed the Azstarys Acquisition. Our ability to realize the benefits from the AZSTARYS®Azstarys Acquisition, which is expected to close in the second quarter of 2026,Acquisition is substantially dependent on the timely and effective integration of AZSTARYS®Azstarys into our operations. The process of integrating AZSTARYS®Azstarys could encounter unexpected costscosts, delays and delays,risks, which include:

Reworded

▪failure to implement our business plans for AZSTARYS®Azstarys and consolidation or expansion of production capacity as planned and where applicable;

Reworded

▪unanticipated issues in conforming AZSTARYS®Azstarys standards, processes, procedures and internal controls with our operations;

Reworded

IfThere theremay arebe unanticipated or larger than anticipated liabilities related to AZSTARYS®Azstarys for patent and trademark infringement claims, violations of laws, commercial disputes, taxes and other known and unknown types of liabilities, there may be liabilities that we underestimated or did not discover in the course of performing our due diligence investigation of our acquired companies and businesses.liabilities. In addition, we may not be able to maintain or increase the levels of revenue, earnings or operating efficiency for AZSTARYS®Azstarys that have been historically achieved by Corium.

Reworded

If we are unable to timely and effectively integrate AZSTARYS®Azstarys into our operations, the anticipated growth opportunities and other synergies of the AZSTARYS®Azstarys Acquisition may not be realized fully or at all, or may take longer to realize than expected, which would adversely affect our costs. Further, even if the integration is timely and effective, we may never realize the benefits expected from the integration of the operations of AZSTARYS®Azstarys Acquisition.

Reworded

Further, bad actors around the world use increasingly sophisticated methods, including the use of AI, to engage in illegal activities involving the theft and misuse of personal information, confidential information, and intellectual property. Any of the foregoing risks could damage our reputation, result in the loss of valuable property and information, cause us to breach applicable laws and regulations, and adversely impact our business.

Reworded

Beginning in 2018, lawsuits alleging damages related to opioids have been filed naming us as a defendant along with other manufacturers of prescription opioid medications. These lawsuits, filed in multiple jurisdictions, are brought by various local governments as well as private claimants, against various manufacturers, distributors and retail pharmacies. These lawsuits generally allege that we had engaged in improper marketing practices related to Xtampza ER and the Nucynta Products. In March 2022, we entered into a Master Settlement Agreement resolving 27 pending opioid-related lawsuits brought against us by cities, counties, and other subdivisions in the United States. As part of the Master Settlement Agreement, we paid $2.75 million to the plaintiffs and the cases were dismissed, with prejudice. In late March 2023, three new cases were filed in three federal courts, naming us as one of numerous defendants, from which we have been dismissed. On July 27, 2026, we were named in an action in the Court of Common Pleas, Philadelphia County Pennsylvania, filed by several third party payors against pharmaceutical manufacturers, distributors, pharmacies, and other defendants. We have not yet been served with the complaint in that case but intend to contest plaintiffs’ claims on the law and the facts.

Reworded

With the changecurrent in the U.S. presidential administration in 2025,administration, there continues to be substantial uncertainty as to the extent and manner in which the Trump administration will seek to modify or revise the requirements and policies of the FDA and other regulatory agencies with jurisdiction over our product candidates and any products for which we obtain approval. This uncertainty could present new challenges and/or opportunities as we continue to commercialize products and as we continue to navigate development and approval of our product candidates. Additionally, the current administration could issue or promulgate executive orders, regulations, policies or guidance that adversely affect us or create a more challenging or costly environment to pursue the development of new therapeutic candidates. Alternatively, state governments may attempt to address or react to changes at the federal level with changes to their own regulatory frameworks in a manner that is adverse to our operations. If we become negatively impacted by future governmental orders, regulations, policies or guidance as a result of the Trump administration, there could be a material adverse effect on us and our business.

Reworded

Sales of our common stock in the public market, either by us or by our current shareholders, or the perception that these sales could occur, could cause a decline in the market price of our securities. All of the shares of our common stock held by our current shareholders may be immediately eligible for resale in the open market either in compliance with an exemption under Rule 144 promulgated under the Securities Act, or pursuant to an effective resale registration statement that we have previously filed with the SEC. Such sales, along with any other market transactions, could adversely affect the market price of our common stock. As of MarchJune 31,30, 2026, there were outstanding options to purchase an aggregate of 541,966512,829 shares of our common stock at a weighted average exercise price of $22.27$22.60 per share, of which options to purchase 452,355431,364 shares of our common stock were then exercisable. The exercise of options at prices below the market price of our common stock could adversely affect the price of shares of our common stock. Additional dilution may result from the issuance of shares of our common stock in connection with collaborations or manufacturing arrangements or in connection with other financing efforts.

Reworded

In July 2025, our Board of Directors authorized a new share repurchase program for the repurchase of up to $150.0 million of shares of our common stock through December 31, 2026 (the “2025-2026 Repurchase Program”). The 2025-2026 Repurchase Program permits us to effect repurchases through a variety of methods, including open-market purchases (including pursuant to a trading plan adopted in accordance with Rule 10b5-1 of the Exchange Act), privately negotiated transactions, or otherwise in compliance with Rule 10b-18 of the Exchange Act. We have not yet purchased any shares under the 2025-2026 Repurchase Program and $150.0 million of shares remained available for repurchase as of MarchJune 31,30, 2026. Share repurchases under the 2025-2026 Repurchase Program will depend upon, among other factors, our cash balances and potential future capital requirements, our results of operations and financial condition, the price of our common stock on the NASDAQ Global Select Market, and other factors that we may deem relevant.

Management's Discussion & Analysis (MD&A) (10-Q Part I, Item 2)

39new paragraphs
15removed paragraphs
30reworded paragraphs
4,245 → 5,613words in section

New heading “Business Combination Accounting and Valuation of Acquired Net Assets”

New heading “Comparison of the six months ended June 30, 2026 and June 30, 2025”

New heading “Product revenues, net”

New heading “Interest expense and Interest income”

Removed heading “Cost of product revenues”

Removed heading “Operating expenses”

Largest changes (selected automatically by length and topic keywords; quoted verbatim, no commentary)

New text topics: fine, goodwill
“While we use our best estimates and assumptions as part of the process to value assets acquired and liabilities assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement. …”
see in full comparison
New text
“Business Combination Accounting and Valuation of Acquired Net Assets”
see in full comparison
New text
“Comparison of the six months ended June 30, 2026 and June 30, 2025”
see in full comparison
Removed text topics: fine
“On March 19, 2026, the Company entered into an Equity Purchase Agreement (the “Azstarys Purchase Agreement”) with Corium Therapeutics Holdings, LLC and Corium, LLC. Pursuant to the terms of the Azstarys Purchase Agreement, the Company will acquire AZSTARYS®, a central nervous system stimulant prescription medicine used for the treatment of ADHD, further expanding the Company's commercial presence in neuropsychiatry, for $650 million in cash (the “Azstarys Acquisition”), subject to customary purchase price adjustments. …”
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New text topics: goodwill
“The acquisition method of accounting requires that we recognize the assets acquired and liabilities assumed at their acquisition date fair values. Goodwill is measured as the excess of consideration transferred over the acquisition date net fair values of the assets acquired and the liabilities assumed. The purchase price allocation is a critical accounting estimate because the estimation of fair values of acquired assets and assumed liabilities is judgmental and requires various assumptions based on non-observable inputs. …”
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New text
“Interest expense and Interest income”
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Full comparison: every changed paragraph (84)

Green = added, red = removed. Unchanged paragraphs, 4 paragraphs where only numbers/dates changed, and tables are not shown. Read the complete text in the original filing.

Reworded

OurWe mission is to buildare a leading, diversifiedleading biopharmaceutical company committedfocused toon improving the lives of people living with serious medicaland often misunderstood conditions. We have developed, licensed, and acquired a portfolio of meaningfully differentiated products for use in the treatment of attention deficit hyperactivity disorder (“ADHD”) and moderate to severe pain. We commercialize our products, consisting of Jornay PM, Azstarys, Belbuca, Xtampza ER, Nucynta ER, Nucynta IR, Nucynta ER Authorized Generic (“AG”), and Nucynta IR AG (collectively the “Nucynta Products”), and Symproic, in the United States.

Added

Azstarys is a CNS stimulant prescription medicine that contains serdexmethylphenidate and dexmethylphenidate approved by the FDA in March 2021 for the treatment of ADHD in people six years of age and older. We began recognizing product revenue related to Azstarys in May 2026 following our acquisition of Azstarys (the “Azstarys Acquisition”).

Removed

On March 19, 2026, the Company entered into an Equity Purchase Agreement (the “Azstarys Purchase Agreement”) with Corium Therapeutics Holdings, LLC and Corium, LLC. Pursuant to the terms of the Azstarys Purchase Agreement, the Company will acquire AZSTARYS®, a central nervous system stimulant prescription medicine used for the treatment of ADHD, further expanding the Company's commercial presence in neuropsychiatry, for $650 million in cash (the “Azstarys Acquisition”), subject to customary purchase price adjustments. The Azstarys Purchase Agreement also provides for potential regulatory and commercial milestone payments of up to $135 million in the aggregate in cash to be made to Corium, LLC upon the achievement of such milestones. The all-cash upfront consideration is expected to be funded by a combination of the Company’s existing cash and borrowings under the Delayed Draw Term Loan provided for in the Company's 2025 Credit Facility (as defined below). The transaction is expected to close in the second quarter of 2026, subject to satisfaction of closing conditions.

Added

Changes in our critical accounting policies with respect to our Annual Report include business combination accounting and valuation of acquired assets, including goodwill and intangible assets, as described below.

Added

Business Combination Accounting and Valuation of Acquired Net Assets

Added

We completed the Azstarys Acquisition on May 12, 2026, which was accounted for as a business combination. To determine whether the acquisition should be accounted for as a business combination or as an asset acquisition, we made certain judgments regarding whether the acquired set of activities and assets met the definition of a business. Judgment is required in assessing whether the acquired processes or activities, along with their inputs, would be substantive to constitute a business, as defined by U.S. GAAP.

Added

The acquisition method of accounting requires that we recognize the assets acquired and liabilities assumed at their acquisition date fair values. Goodwill is measured as the excess of consideration transferred over the acquisition date net fair values of the assets acquired and the liabilities assumed. The purchase price allocation is a critical accounting estimate because the estimation of fair values of acquired assets and assumed liabilities is judgmental and requires various assumptions based on non-observable inputs. Income approaches are used to value acquired intangible assets and certain assumed liabilities; acquired inventory is valued using replacement cost and functional apportionment based on its stage of completion. These valuations are based on management's estimates of economic and market conditions, including expected cash flows, costs and expenses, discount rates, tax rates and other market-participant assumptions.

Added

While we use our best estimates and assumptions as part of the process to value assets acquired and liabilities assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement. During the measurement period, which occurs before finalization of the purchase price allocation, changes in assumptions and estimates that result in adjustments to the fair values of assets acquired and liabilities assumed, if based on facts and circumstances existing at the acquisition date, are recorded on a retroactive basis as of the acquisition date, with the corresponding offset to Goodwill. Any adjustments not based on facts and circumstances existing at the acquisition date, or if subsequent to the conclusion of the measurement period, will be recorded to our consolidated statements of operations.

Reworded

Comparison of the three months ended MarchJune 31,30, 2026 and MarchJune 31,30, 2025

Reworded

Product revenues, net were $193.5$199.9 million for the three months ended MarchJune 31,30, 2026 (the “2026 Quarter”), compared to $177.8$188.0 million for the three months ended MarchJune 31,30, 2025 (the “2025 Quarter”). The $15.7$11.9 million increase is primarily due to increased revenue for Jornay PM of $10.4$13.4 million, Xtampza ERAzstarys of $3.1 million, Symproic of $1.4$12.9 million, and Belbuca of $1.0$5.1 million, partially offset by the decreased revenue for Nucynta Products of $0.1$11.1 million, Xtampza ER of $7.6 million, and Symproic of $0.7 million.

Reworded

The increase in revenue for Jornay PM of $10.4$13.4 million is primarily due to higher sales volume, lower gross-to-net adjustments related to provisions for co-pay program incentives,incentives and product returns, and higher gross price, partially offset by higher gross-to-net adjustments related to provisions for rebates and product returns.rebates.

Removed

The increase in revenue for Xtampza ER of $3.1 million is primarily due to higher gross price and lower gross-to-net adjustments related to provisions for rebates, partially offset by lower sales volume.

Removed

The increase in revenue for Symproic of $1.4 million is primarily due to lower gross-to-net adjustments related to provisions for product returns, higher gross price, and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for rebates.

Removed

The increase in revenue for Belbuca of $1.0 million is primarily due to higher gross price and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for chargebacks and co-pay program incentives.

Removed

The decrease in revenue for the Nucynta Products of $0.1 million is primarily due to the decrease in branded product revenue of $2.8 million, partially offset by the increase in authorized generic product revenue of $2.7 million. The decrease in Nucynta branded product revenue was primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for returns, chargebacks, and co-pay program incentives, partially offset by higher gross price and lower gross-to-net adjustments related to provisions for rebates. The increase in Nucynta AG product revenue was due to the launch of the authorized generic products in the 2026 Quarter.

Removed

Cost of product revenues

Removed

Cost of product revenues (excluding intangible asset amortization) was $20.8 million for the 2026 Quarter, compared to $25.0 million for the 2025 Quarter. The $4.2 million decrease was primarily due to the 2025 Quarter including $3.5 million related to the step-up basis in inventory.

Removed

Intangible asset amortization was $55.5 million for both the 2026 Quarter and the 2025 Quarter and includes amortization of the intangible asset related to Jornay PM acquired from the Ironshore Acquisition in September 2024, as well as amortization of intangible assets related to Belbuca, the Nucynta Products, and Symproic. Intangible asset amortization related to Belbuca and the Nucynta Products is expected to be fully amortized during 2026.

Removed

Operating expenses

Removed

Selling, general and administrative expenses were $86.4 million for the 2026 Quarter, compared to $76.4 million for the 2025 Quarter. The $10.0 million increase was primarily related to:

Reworded

•anThe increase in acquisition-relatedrevenue expensesfor Azstarys of $4.9$12.9 million primarilyis due to expenses incurred related to the Azstarys Acquisition; in May 2026.

Added

The increase in revenue for Belbuca of $5.1 million is primarily due to higher gross price and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for chargebacks and rebates.

Added

The decrease in revenue for the Nucynta Products of $11.1 million is primarily due to the decrease in branded product revenue of $16.3 million, partially offset by the increase in authorized generic product revenue of $5.2 million. The decrease in Nucynta Products branded product revenue was primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for chargebacks and co-pay program incentives, partially offset by higher gross price and lower gross-to-net adjustments related to provisions for rebates and product returns. The increase in Nucynta Products AG product revenue was due to the launch of the authorized generic products in 2026.

Added

The decrease in revenue for Xtampza ER of $7.6 million is primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for rebates, including the recognition of $2.4 million related to certain rebate settlements in the 2025 Quarter that did not recur in the 2026 Quarter, partially offset by higher gross price.

Removed

•an increase in salaries, wages and benefits of $4.3 million, primarily due to additional headcount, including the expansion of the sales force that promotes Jornay PM that occurred late in the first quarter of 2025;

Removed

•an increase in sales and marketing expenses of $3.4 million, primarily due to expenses incurred to support Jornay PM, including supporting the expansion of the sales force that promotes Jornay PM that occurred late in the first quarter of 2025; partially offset by

Reworded

•aThe decrease in productrevenue taxesfor and feesSymproic of $0.9$0.7 million,million is primarily due to lowerhigher expensesgross-to-net associatedadjustments withrelated state-regulatedto opioidprovisions feesfor rebates and lower federalsales brandedvolume, prescriptionpartially drugoffset fees;by higher gross price.

Added

Cost of product revenues (excluding intangible asset amortization) was $26.6 million for the 2026 Quarter, compared to $24.1 million for the 2025 Quarter. The $2.5 million increase was primarily due to the 2026 Quarter including $5.4 million related to the step-up basis in inventory compared to the 2025 Quarter including $2.0 million.

Added

Intangible asset amortization was $63.0 million for the 2026 Quarter, compared to $55.5 million for the 2025 Quarter. The $7.5 million increase is due to the 2026 Quarter including amortization of the intangible asset related to Azstarys acquired from the Azstarys Acquisition in May 2026. Intangible asset amortization related to Belbuca is expected to be fully amortized during 2026. Intangible asset amortization related to the Nucynta Products is fully amortized as of June 30, 2026.

Added

Selling, general and administrative expenses were $106.6 million for the 2026 Quarter, compared to $73.6 million for the 2025 Quarter. The $33.0 million increase was primarily related to:

Reworded

•aan decreaseincrease in post-marketingacquisition-related requirement expenseexpenses of $0.8$23.2 million,million primarily due to theexpenses timing of post-marketing requirement trial activitiesincurred related to Jornaythe PMAzstarys Acquisition; and

Added

•an increase in salaries, wages and benefits of $8.6 million, primarily due to expenses incurred as a result of certain executive transitions announced in the 2026 Quarter, including stock-based compensation expense of $2.2 million related to accelerated equity awards and severance, benefits, and related expenses incurred of $1.4 million, as well as additional headcount related to the Azstarys Acquisition; and

Reworded

•aan decreaseincrease in auditsales and legalmarketing feesexpenses of $0.6$0.8 million, primarily due to lowerexpenses accountingincurred to support Jornay PM and tax expenses.Azstarys.

Reworded

Gain on fair value remeasurement of contingent consideration was zero in the 2026 Quarter, compared to $0.8$0.4 million in the 2025 Quarter. The decrease was due to the revaluation of the contingent consideration associated with the Ironshore Acquisition and reflects the liability being reduced to zero in 2025 after the related milestone was not achieved.

Reworded

Interest expense was $15.9$19.5 million for the 2026 Quarter, compared to $20.8$20.5 million for the 2025 Quarter. The $4.9$1.0 million decrease was primarily due to a lower interest rate in 2026 following the December 2025 refinancing of itsthe 2024 Term LoanLoan, inpartially Decemberoffset 2025 andby a lowerhigher overall principal balance following the issuance of debt.the May 2026 delayed draw term loan, which was used to partially fund the Azstarys Acquisition.

Reworded

Interest income was $3.7$2.3 million for the 2026 Quarter, compared to $2.2$2.4 million for the 2025 Quarter. The $1.5$0.1 million increasedecrease was primarily due to a higherlower overall balance invested in the 2026 Quarter compared to the 2025 Quarter.

Reworded

The provision for income taxes was $4.2$1.5 million for the 2026 Quarter, compared to $0.7$5.0 million for the 2025 Quarter. The $3.5 million increasedecrease is primarily due to higherlower earnings before taxes in the 2026 Quarter compared to the 2025 Quarter, aspartially welloffset asby the impact of discrete excessnon-deductible taxtransaction benefitscosts related to stockthe compensation.Azstarys Acquisition and the tax treatment of losses in the Swiss subsidiary acquired in the Azstarys Acquisition. The effective tax rate was 22.6%(11.2)% and 22.6%29.6% in the 2026 Quarter and 2025 Quarter, respectively.

Added

Comparison of the six months ended June 30, 2026 and June 30, 2025

Added

Product revenues, net

Added

Product revenues, net were $393.4 million for the six months ended June 30, 2026 (the “2026 Period”), compared to $365.8 million for the six months ended June 30, 2025 (the “2025 Period”). The $27.6 million increase is primarily due to increased revenue for Jornay PM of $23.8 million, Azstarys of $12.9 million, Belbuca of $6.1 million, and Symproic of $0.7 million, partially offset by decreased revenue for Nucynta Products of $11.4 million and Xtampza ER of $4.5 million.

Added

The increase in revenue for Jornay PM of $23.8 million is primarily due to higher sales volume, lower gross-to-net adjustments related to provisions for co-pay program incentives and product returns, and higher gross price, partially offset by higher gross-to-net adjustments related to provisions for rebates.

Added

The increase in revenue for Azstarys of $12.9 million is due to the Azstarys Acquisition in May 2026.

Added

The increase in revenue for Belbuca of $6.1 million is primarily due to higher gross price and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for chargebacks, rebates, and co-pay program incentives.

Added

The increase in revenue for Symproic of $0.7 million is primarily due to lower gross-to-net adjustments related to provisions for product returns, higher gross price, and higher sales volume, partially offset by higher gross-to-net adjustments related to provisions for rebates.

Added

The decrease in revenue for the Nucynta Products of $11.4 million is primarily due to the decrease in branded product revenue of $19.2 million, partially offset by the increase in authorized generic product revenue of $7.8 million. The decrease in Nucynta Products branded product revenue was primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for chargebacks and co-pay program incentives, partially offset by higher gross price and lower gross-to-net adjustments related to provisions for rebates. The increase in Nucynta Products AG product revenue was due to the launch of the authorized generic products in 2026.

Added

The decrease in revenue for Xtampza ER of $4.5 million is primarily due to lower sales volume and higher gross-to-net adjustments related to provisions for rebates, including the recognition of $3.2 million related to certain rebate settlements in the 2025 Period that did not recur in the 2026 Period, partially offset by higher gross price.

Added

Cost of product revenues (excluding intangible asset amortization) was $47.4 million for the 2026 Period, compared to $49.1 million for the 2025 Period. The $1.7 million decrease was primarily due to a lower royalty expense, partially offset by higher cost of goods sold from higher sales volumes.

Added

Intangible asset amortization was $118.4 million for the 2026 Period, compared to $110.9 million for the 2025 Period. The $7.5 million increase is due to the 2026 Period including amortization of the intangible asset related to Azstarys acquired from the Azstarys Acquisition in May 2026. Intangible asset amortization related to Belbuca is expected to be fully amortized during 2026. Intangible asset amortization related to the Nucynta Products is fully amortized as of June 30, 2026.

Added

Selling, general and administrative expenses were $192.9 million for the 2026 Period, compared to $150.1 million for the 2025 Period. The $42.8 million increase was primarily related to:

Added

•an increase in acquisition-related expenses of $28.1 million primarily due to expenses incurred related to the Azstarys Acquisition;

Added

•an increase in salaries, wages and benefits of $12.9 million, primarily due to expenses incurred as a result of certain executive transitions announced in the 2026 Period, including stock-based compensation expense of $2.2 million related to accelerated equity awards as well as, additional headcount related to the Azstarys Acquisition and the expansion of the sales force that promotes Jornay PM that occurred late in the first quarter of 2025;

Added

•an increase in sales and marketing expenses of $3.9 million, primarily due to expenses incurred to support Jornay PM and Azstarys; partially offset by

Added

•a decrease in insurance expenses of $1.2 million, primarily due to lower product liability insurance expenses.

Added

Gain on fair value remeasurement of contingent consideration was zero in the 2026 Period, compared to $1.1 million in the 2025 Period. The decrease was due to the revaluation of the contingent consideration associated with the Ironshore Acquisition and reflects the liability being reduced to zero in 2025 after the related milestone was not achieved.

Added

Interest expense and Interest income

Added

Interest expense was $35.4 million for the 2026 Period, compared to $41.3 million for the 2025 Period. The $5.9 million decrease was primarily due to a lower interest rate following the December 2025 refinancing of the 2024 Term Loan in December 2025, partially offset by a higher overall principal balance following the issuance of the May 2026 delayed draw term loan, which was used to partially fund the Azstarys Acquisition.

Added

Interest income was $6.0 million for the 2026 Period, compared to $4.6 million for the 2025 Period. The $1.4 million increase was primarily due to a higher overall balance invested in the 2026 Period compared to the 2025 Period.

Added

Taxes

Added

The provision for income taxes was $5.8 million for the 2026 Period, compared to $5.7 million for the 2025 Period. The $0.1 million increase is primarily due to the impact of discrete nondeductible transaction costs related to the Azstarys Acquisition and the tax treatment of losses in the Swiss subsidiary acquired in the Azstarys Acquisition, partially offset by excess tax benefits related to stock compensation and lower earnings before taxes in the 2026 Period compared to the 2025 Period. The effective tax rate was 110.7% and 28.5% in the 2026 Period and 2025 Period, respectively.

Reworded

Historically, we have funded our operations primarily through private placements and/or public offerings of our preferred stock, common stock, and convertible notes; term loan debt; and cash inflows from sales of our products. We are primarily dependent on the commercial success of Jornay PM, Azstarys, Belbuca, Xtampza ER, and the Nucynta Products.

Showing the first 60 of 84 changed paragraphs. The complete comparison will be part of Pro (coming soon). Meanwhile you can read the full text in the original filing.

COLL insider buying and selling (Form 4)

Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 4 filings (3 insiders, 4 trade dates, 17,347 shares, about $628.6K). Net open-market shares: -17,347 (purchases minus sales); net value about -$628.6K.Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.

Trade dateInsiderTransactionSharesPriceValueOwned afterFiling
2026-06-08Santini Gino
Director
Option exercise 8,700$16.49 $143.5K112,483 SEC
2026-05-18Freund John Gordon
Director
Open-market sale 20$34.05 $68183,952 SEC
2026-05-15Freund John Gordon
Director
Open-market sale 4,127$34.54 $142.5K83,972 SEC
2026-05-15Freund John Gordon
Director
Option exercise 8,700$16.49 $143.5K88,099 SEC
2026-05-14Glancy Donovan Michael
Director
Grant/award 17,482— —17,482 SEC
2026-05-14Lurker Nancy
Director
Grant/award 8,741— —26,758 SEC
2026-05-14Paya Carlos V
Director
Grant/award 8,741— —28,323 SEC
2026-05-14Freund John Gordon
Director
Grant/award 8,741— —79,399 SEC
2026-05-14Bohlin Garen G
Director
Grant/award 8,741— —71,000 SEC
2026-05-14Balice-Gordon Rita J.
Director
Grant/award 8,741— —61,370 SEC
2026-05-14Santini Gino
Director
Grant/award 8,741— —103,783 SEC
2026-05-13Lurker Nancy
Director
Open-market sale 4,500$35.97 $161.9K18,017 SEC
2026-05-11Bohlin Garen G
Director
Open-market sale 8,700$37.18 $323.5K62,259 SEC
2026-05-11Bohlin Garen G
Director
Option exercise 8,700$16.49 $143.5K70,959 SEC

Well-known investors holding COLL (13F)

InvestorQuarterSharesReported value% of their 13FChange vs prior quarter
Renaissance Technologies COM2026-06-301,366,549$49.5M0.07%Reduced 7%
Millennium Management (Israel Englander) COM2026-06-30736,925$26.7M0.02%Added 104%
D. E. Shaw & Co. COM2026-06-30338,383$12.2M0.01%Reduced 36%
AQR Capital Management (Cliff Asness) COM2026-06-30149,802$5.4M0.0%Added 11%
Point72 Asset Management (Steve Cohen) COM2026-06-30114,006$4.1M0.01%New position
Two Sigma Investments COM2026-06-30106,704$3.9M0.0%Reduced 82%
Gotham Asset Management (Joel Greenblatt) COM2026-06-3076,441$2.8M0.01%Added 37%
Citadel Advisors (Ken Griffin) COM2026-06-3068,592$2.5M0.0%Reduced 43%

13F reports are filed up to 45 days after quarter end and show long U.S. equity positions only; options positions are omitted here.

Coming soon: email alerts when COLL files, watchlists and downloadable comparisons.