FORM 4
[X] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

O'Toole David D		 2. Issuer Name and Ticker or Trading Symbol

OPIANT PHARMACEUTICALS, INC. [ OPNT ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Financial Officer
(Last)          (First)          (Middle)

C/O OPIANT PHARMACEUTICALS, INC., 233 WILSHIRE BOULEVARD, SUITE 400		 3. Date of Earliest Transaction (MM/DD/YYYY)

3/2/2023
(Street)

SANTA MONICA, CA 90401
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 3/2/2023  D(1)  22512 D$20 11736 D  
Common Stock 3/2/2023  D(2)  11736 D$20 0 D  
Common Stock 3/2/2023  A(3)  2000 A$0 2000 D  
Common Stock 3/2/2023  D(4)  2000 D$20 0 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy) $13.61 3/2/2023  D (5)    33000   (5)1/2/2029 Common Stock 33000.0 $0 0 D  
Common Stock $13.6 3/2/2023  D (5)    8250  2/7/2020 (5)1/7/2030 Common Stock 8250.0 $0 0 D  
Stock Option (right to buy) $12.15 3/2/2023  D (5)    10750   (5)1/26/2031 Common Stock 10750.0 $0 0 D  
Explanation of Responses:
(1) Disposed of pursuant to that certain Agreement and Plan of Merger between the Issuer, Indivior Inc., and Olive Acquisition Subsidiary, Inc., dated as of November 13, 2022 (the "Merger Agreement"), in exchange for a cash payment of $20.00 per share without interest thereon (the "Merger Consideration").
(2) Disposed of pursuant to the Merger Agreement, in exchange for the Merger Consideration. The number of shares disposed of reflects 11,736 shares of Common Stock upon the acceleration of vesting of restricted stock units in accordance with the Merger Agreement.
(3) 2,000 shares are represented by performance stock units ("PSUs"), the vesting of which accelerated in accordance with the Merger Agreement. Each PSU represents the Reporting Person's right to receive one share of Common Stock of Issuer.
(4) Disposed of pursuant the Merger Agreement, in exchange for the Merger Consideration. The number of shares disposed of reflects 2,000 shares of Common Stock upon the acceleration of vesting of performance stock units in accordance with the Merger Agreement.
(5) The option was cancelled pursuant to the Merger Agreement, in exchange for a cash payment equal to (x) the difference between the Merger Consideration and the per share exercise price of the option, multiplied by (y) the number of disposed option shares.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
O'Toole David D
C/O OPIANT PHARMACEUTICALS, INC.
233 WILSHIRE BOULEVARD, SUITE 400
SANTA MONICA, CA 90401

Chief Financial Officer
Signatures
/s/ David D. O'Toole3/3/2023
**Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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