[Form 4] Rhythm Pharmaceuticals, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Joseph Shulman, Chief Technical Officer of Rhythm Pharmaceuticals (RYTM), exercised 3,984 stock options with an exercise price of $6.80 per share and immediately sold those 3,984 shares at a weighted average price of $90.0832 on 08/11/2025. The sale was effected pursuant to a Rule 10b5-1 trading instruction adopted on 08/08/2024.

After these transactions, Shulman's reported direct beneficial ownership of common stock declined from 12,493 shares to 8,509 shares. The Form 4 also reports 7,969 stock options outstanding following the transactions.

Positive

• Sale executed under a Rule 10b5-1 plan adopted on 08/08/2024, indicating prearranged trading
• Options exercised at $6.80 per share and sold at a weighted average $90.0832, both prices disclosed
• Disclosure shows remaining options of 7,969, providing visibility into ongoing incentive holdings

Negative

• Direct beneficial ownership decreased from 12,493 shares to 8,509
• Form does not state the use of proceeds from the sale or any secondary transactions beyond the disclosed sale

Insights

Financial Analyst

TL;DR: Insider exercised options at $6.80 and sold 3,984 shares under a prearranged 10b5-1 plan at a weighted average $90.0832; holdings fell.

The transaction combines an option exercise and an immediate sale, which is common when an executive monetizes vested option tranches. The sale was executed under a documented 10b5-1 plan, reducing signaling risk associated with opportunistic timing. Reported holdings decreased from 12,493 to 8,509 shares, while 7,969 options remain outstanding. This is a routine liquidity event rather than a corporate operational disclosure and appears neutral for near-term fundamentals.

Corporate Governance Expert

TL;DR: Transaction follows a pre-established 10b5-1 plan and reflects routine insider liquidity rather than an unscheduled disposition.

The Form 4 clearly states the sale was effected pursuant to a Rule 10b5-1 instruction adopted 08/08/2024, indicating pre-planned execution. The combination of option exercise (exercise price $6.80) and immediate sale at a weighted average $90.0832 is consistent with structured exercise-and-sell programs. From a governance perspective, the timely disclosure and use of a 10b5-1 plan indicate adherence to insider-trading controls; the filing does not reveal any corporate governance issues or material noncompliance.

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

X

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^*

Shulman Joseph

(Last) (First) (Middle)

C/O RHYTHM PHARMACEUTICALS, INC.

222 BERKELEY STREET, 12TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RHYTHM PHARMACEUTICALS, INC. [ RYTM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technical Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

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

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. 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	08/11/2025		M		3,984	A	$6.8	12,493	D
Common Stock	08/11/2025		S(1)		3,984	D	$90.0832(2)	8,509	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
Stock Options (Right to Buy)	$6.8	08/11/2025		M			3,984	(3)	02/08/2032	Common Stock	3,984	$0	7,969	D

Explanation of Responses:

1. The sale reported in this Form 4 was effected pursuant to Rule 10b5-1 instruction adopted on August 8, 2024.

2. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $90.00 to $90.27 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. The stock options were granted on February 9, 2022. The options vest and become exercisable in 16 substantially equal installments upon the Reporting Person's completion of each three full months of successive service to the Issuer following the grant date.

	/s/ Stephen Vander Stoep, attorney-in-fact for Joseph Shulman	08/13/2025
	** 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.

FAQ

What did RYTM insider Joseph Shulman do according to the Form 4?

The Form 4 reports that Joseph Shulman exercised 3,984 options at $6.80 per share and sold those 3,984 shares at a weighted average price of $90.0832.

Was the sale by the RYTM insider preplanned?

Yes. The sale was effected pursuant to a Rule 10b5-1 instruction adopted on 08/08/2024, as disclosed in the Form 4.

How did the transactions change Shulman's ownership in RYTM?

Reported direct beneficial ownership of common stock declined from 12,493 shares to 8,509 shares following the transactions.

How many stock options does the reporting person have after the transaction?

The Form 4 reports 7,969 stock options outstanding after the reported transactions.

On what date were the exercise and sale transactions reported?

The transactions occurred on 08/11/2025, as shown on the Form 4.