iRhythm (IRTC) chief commercial & product officer acquires 177 ESPP shares

Rhea-AI Filing Summary

iRhythm Holdings, Inc. executive Chad Patterson reported acquiring 177 shares of common stock at $96.815 per share. The shares were purchased through the company’s 2016 Employee Stock Purchase Plan for the period from December 1, 2025 through May 31, 2026.

After this plan-related acquisition, Patterson directly holds 58,341 shares of iRhythm common stock. The filing notes that this transaction is exempt from Section 16(b) under Rule 16b-3 and is being reported on a voluntary basis.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Patterson Chad

Role CHIEF COMM & PRODUCT OFFICER

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	177	$96.815	$17K

Holdings After Transaction: Common Stock — 58,341 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares acquired: 177 shares Purchase price: $96.815 per share Post-transaction holdings: 58,341 shares +2 more

5 metrics

Shares acquired 177 shares Common Stock acquired via 2016 Employee Stock Purchase Plan

Purchase price $96.815 per share Price for ESPP acquisition reported on Form 4

Post-transaction holdings 58,341 shares Directly held common stock after acquisition

Purchase period start December 1, 2025 Start of ESPP purchase period

Purchase period end May 31, 2026 End of ESPP purchase period

Key Terms

2016 Employee Stock Purchase Plan, Section 16(b), Rule 16b-3

3 terms

2016 Employee Stock Purchase Plan financial

"acquisition of shares of the Issuer's common stock pursuant to the Issuer's 2016 Employee Stock Purchase Plan"

Section 16(b) regulatory

"This transaction is exempt from Section 16(b) under Rule 16b-3"

A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.

Rule 16b-3 regulatory

"This transaction is exempt from Section 16(b) under Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Patterson Chad

(Last) (First) (Middle)

C/O IRHYTHM HOLDINGS, INC.

699 8TH ST #600

(Street)

SAN FRANCISCO CALIFORNIA 94103

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
iRhythm Holdings, Inc. [ IRTC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF COMM & PRODUCT OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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	05/29/2026	05/29/2026	A	V	177(1)	A	$96.815	58,341	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Mr. Patterson is voluntarily reporting the acquisition of shares of the Issuer's common stock pursuant to the Issuer's 2016 Employee Stock Purchase Plan for the purchase period December 1, 2025 through May 31, 2026. This transaction is exempt from Section 16(b) under Rule 16b-3.

Remarks:

	/s/ Marc Rosenbaum, attorney-in-fact	06/01/2026
	** Signature of Reporting Person	Date
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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did iRhythm (IRTC) report for Chad Patterson?

Chad Patterson reported acquiring 177 shares of iRhythm common stock. The shares were obtained through the 2016 Employee Stock Purchase Plan covering December 1, 2025 to May 31, 2026, and the transaction is exempt under Rule 16b-3.

How many iRhythm (IRTC) shares does Chad Patterson hold after this Form 4?

Following this transaction, Chad Patterson directly holds 58,341 shares of iRhythm common stock. This total includes the 177 shares acquired through the 2016 Employee Stock Purchase Plan purchase period ending May 31, 2026, as reported in the Form 4 filing.

Was the iRhythm (IRTC) insider transaction an open-market purchase?

No, the transaction was not an open-market purchase. The 177 shares were acquired through iRhythm’s 2016 Employee Stock Purchase Plan, a company benefit program, and the filing states the transaction is exempt from Section 16(b) under Rule 16b-3.

What purchase price was reported for Chad Patterson’s iRhythm (IRTC) shares?

The Form 4 reports a price of $96.815 per share for the 177 shares of common stock. This reflects the purchase price associated with the 2016 Employee Stock Purchase Plan period from December 1, 2025 through May 31, 2026.

Why is the iRhythm (IRTC) insider transaction described as exempt under Rule 16b-3?

The filing states the transaction is exempt from Section 16(b) under Rule 16b-3 because the 177 shares were acquired through iRhythm’s 2016 Employee Stock Purchase Plan. Such plan-based acquisitions generally qualify for this exemption when properly structured and approved.