Rhythm Pharmaceuticals insider posts 28,088-share sale via Morgan Stanley

Rhea-AI Filing Summary

Rhythm Pharmaceuticals (RYTM) filed a Form 144 reporting a proposed sale of 28,088 common shares through Morgan Stanley Smith Barney on NASDAQ with an aggregate market value of $2,648,979.28. The filing states these shares were acquired the same day by exercise of stock options and paid in cash, indicating an immediate disposition of newly exercised options rather than a transfer from a third party.

The filing does not name the person for whose account the proposed sale is to be made in the main table, though the filing discloses two prior 10b5-1 sales attributed to Hunter Smith totaling 65,520 shares and gross proceeds of $4,826,766.67 in the past three months. The notice includes the standard representation that the signer is not aware of undisclosed material adverse information and references reliance on any Rule 10b5-1 trading plan if applicable.

Insights

Securities Analyst

TL;DR: Small, routine insider exercise-and-sell activity; immaterial dilution and limited investor impact.

The reported proposed sale of 28,088 shares equals approximately 0.042% of the issuer's 66,420,091 outstanding shares, indicating a negligible supply-side impact on the float. The shares were acquired by exercise of stock options and paid in cash on the same date, which commonly reflects option-holder liquidity rather than company fundraising or transfers to third parties. Prior 10b5-1 sales totaling 65,520 shares in the recent three months increase total insider dispositions but remain small relative to outstanding shares. Overall, this disclosure appears routine and not material to company valuation.

Corporate Governance Expert

TL;DR: Disclosure is procedurally complete; potential governance note is presence of prior 10b5-1 sales.

The filing shows transactions executed through a broker and explicitly references the Rule 10b5-1 framework and the insider representation about material information, which align with standard governance and compliance practices. While the filing omits a named account in the main seller line, it does identify prior 10b5-1 sales credited to Hunter Smith, suggesting pre-established trading plans have been used. Given the small percentages involved, the governance implication is limited to routine insider liquidity management rather than signaling management-level issues.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	28088	2648979.28	66420091	08/12/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	08/12/2025	Exercise of Stock Options	Issuer			28088	08/12/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for HUNTER SMITH 222 Berkeley Street, 12th Floor BOSTON MA 02116	Common	07/09/2025	42120	3389755.82
10b5-1 Sales for HUNTER SMITH 222 Berkeley Street, 12th Floor BOSTON MA 02116	Common	05/30/2025	23400	1437010.85

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 for RYTM report?

The Form 144 reports a proposed sale of 28,088 common shares through Morgan Stanley Smith Barney on NASDAQ with an aggregate market value of $2,648,979.28.

How were the shares acquired according to the filing?

The filing states the 28,088 shares were acquired on 08/12/2025 by exercise of stock options and paid in cash on that date.

Does the Form 144 show recent insider sales for RYTM?

Yes; the filing discloses two 10b5-1 sales attributed to Hunter Smith: 42,120 shares (07/09/2025) with gross proceeds $3,389,755.82 and 23,400 shares (05/30/2025) with gross proceeds $1,437,010.85.

What portion of outstanding shares is the proposed sale?

The proposed sale of 28,088 shares represents about 0.042% of the 66,420,091 shares outstanding as reported in the filing.

Does the filing indicate reliance on a Rule 10b5-1 plan?

The notice includes the standard statement regarding representation about material information and notes the date of plan adoption or instruction should be provided if relying on Rule 10b5-1, but no explicit plan adoption date is shown for the proposed sale in the main tables.