Rhythm Pharma CTO sells 3,984 shares after option exercise

Rhea-AI Filing Summary

Rhythm Pharmaceuticals, Inc. executive Joseph Shulman, Chief Technical Officer, exercised stock options for 3,984 shares of common stock at an exercise price of $6.80 per share on August 11, 2025, then sold 3,984 shares at a weighted average price of $90.0832 per share, with trades between $90.00 and $90.27. The sale was effected pursuant to a Rule 10b5-1 instruction adopted on August 8, 2024. Following these transactions, he holds 8,509 shares of common stock directly. The options exercised were part of a grant dated February 9, 2022 that vests in 16 substantially equal three-month installments.

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.

Insider Trade Summary

Exercise and Sale: 3,984 shares ($332K approx. pre-tax spread)

Exercise and Sale 3 txns

Insider Shulman Joseph

Role Chief Technical Officer

Sold 3,984 shs ($359K)

Approx. gross sale proceeds $359K

Approx. exercise cost $27K

Approx. pre-tax spread $332K

Type	Security	Shares	Price	Value
Exercise	Stock Options (Right to Buy)	3,984	$0.00	$0.00
Exercise	Common Stock	3,984	$6.80	$27K
Sale	Common Stock	3,984	$90.0832	$359K

Holdings After Transaction: Stock Options (Right to Buy) — 7,969 contracts (Direct); Common Stock — 8,509 shares (Direct)

Footnotes (3)

1. F1. The sale reported in this Form 4 was effected pursuant to Rule 10b5-1 instruction adopted on August 8, 2024.
2. F2. 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. F3. 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.

Key Figures

Options Exercised: 3,984 shares Exercise Price: $6.80 per share Shares Sold: 3,984 shares +4 more

7 metrics

Options Exercised 3,984 shares Stock options exercised into common stock on August 11, 2025

Exercise Price $6.80 per share Exercise price of stock options converted to common stock

Shares Sold 3,984 shares Common stock sold on August 11, 2025

Weighted Avg Sale Price $90.0832 per share Weighted average sale price; individual trades between $90.00 and $90.27

Post-Transaction Holdings 8,509 shares Common stock directly held by Joseph Shulman after transactions

Option Grant Date February 9, 2022 Grant date of the stock options that were exercised

Option Expiration Date February 8, 2032 Expiration date associated with the exercised stock option grant

Key Terms

Rule 10b5-1 instruction, weighted average price, stock options, vest and become exercisable

4 terms

Rule 10b5-1 instruction regulatory

"The sale was effected pursuant to Rule 10b5-1 instruction adopted on August 8, 2024"

weighted average price financial

"The price reported in Column 4 is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

stock options financial

"The stock options were granted on February 9, 2022"

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

vest and become exercisable financial

"The options vest and become exercisable in 16 substantially equal installments"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Rhythm Pharmaceuticals (RYTM) report for CTO Joseph Shulman?

Joseph Shulman exercised options for 3,984 shares at $6.80 and sold 3,984 shares at a weighted average of $90.0832 on August 11, 2025. He now directly holds 8,509 shares of Rhythm Pharmaceuticals common stock.

At what prices were Joseph Shulman’s Rhythm Pharmaceuticals (RYTM) shares sold?

The reported sale used a weighted average price of $90.0832 per share. Individual transactions occurred at prices ranging from $90.00 to $90.27 per Rhythm Pharmaceuticals common share, all executed on August 11, 2025.

How many Rhythm Pharmaceuticals (RYTM) shares does CTO Joseph Shulman hold after the Form 4 transactions?

After the reported exercise and sale, Joseph Shulman directly holds 8,509 shares of Rhythm Pharmaceuticals common stock. This figure reflects his post-transaction ownership position as disclosed in the canonical holdings information.

Were Joseph Shulman’s Rhythm Pharmaceuticals (RYTM) share sales made under a trading plan?

Yes. A note states the sale was effected pursuant to a Rule 10b5-1 instruction adopted on August 8, 2024. Such plans pre-arrange trades, helping separate the timing of sales from day-to-day market or informational considerations.

What are the key terms of the stock options Joseph Shulman exercised at Rhythm Pharmaceuticals (RYTM)?

The exercised stock options were granted on February 9, 2022 with an exercise price of $6.80 per share and an expiration date of February 8, 2032. They vest in 16 substantially equal installments every three months of successive service.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/13/2025 - 06:32 PM Learn about SEC filing dates

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).

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.