Rhythm Pharmaceuticals CTO exercises 4,188 options, sells shares under 10b5-1

Rhea-AI Filing Summary

Joseph Shulman, Chief Technical Officer of Rhythm Pharmaceuticals (RYTM), reported option exercise and subsequent sale on 08/21/2025. He exercised 4,188 stock options with an exercise price of $27.35, which converted into 4,188 shares of common stock. Those shares were sold the same day pursuant to a Rule 10b5-1 instruction adopted on August 8, 2024, in multiple transactions at a weighted average price of $100.0694 per share (individual sale prices ranged from $100.00 to $100.30). Following the reported transactions, Mr. Shulman beneficially owned 8,509 shares of common stock and held 18,844 shares underlying outstanding options.

Positive

• Sale executed pursuant to a Rule 10b5-1 instruction, indicating a pre-established trading plan was used
• Option exercise and sale were fully disclosed with weighted-average price and an offer to provide lot-level details on request

Negative

• Reported sale reduced beneficial ownership from 12,697 shares to 8,509 shares following the transactions
• Filing contains no company operational or financial context to assess material business impact

Insights

Securities Analyst

TL;DR: Officer exercised options and sold the resulting shares under a pre-established 10b5-1 plan, netting proceeds at ~ $100 per share.

The filing shows a routine Section 16 insider report: exercise of 4,188 options at a $27.35 strike and an immediate sale of those 4,188 shares at a weighted average of $100.0694 under a Rule 10b5-1 plan. The sale was executed in multiple transactions within a narrow price band, and the filer discloses willingness to provide per-price lot details on request. These are transactional disclosures without additional company operational or financial data.

Corporate Governance Expert

TL;DR: Disclosure evidences compliance with insider-trading procedures and timely Section 16 reporting.

The form indicates the sale was made pursuant to a Rule 10b5-1 instruction adopted on August 8, 2024, and the filing is signed by an attorney-in-fact. The report includes the required footnote about weighted-average pricing and offers to provide further transaction detail. This filing addresses compliance and transparency obligations for an officer-level reporting person.

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

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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)
08/21/2025

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	08/21/2025		M		4,188	A	$27.35	12,697	D
Common Stock	08/21/2025		S(1)		4,188	D	$100.0694(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)	$27.35	08/21/2025		M			4,188	(3)	01/31/2033	Common Stock	4,188	$0	18,844	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 $100.00 to $100.30 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 1, 2023. 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	08/25/2025
	** 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 transactions did Joseph Shulman (RYTM) report on Form 4?

He exercised 4,188 stock options at a $27.35 exercise price and sold 4,188 shares on 08/21/2025.

At what price were the RYTM shares sold?

The shares were sold in multiple transactions at prices ranging from $100.00 to $100.30, with a weighted average of $100.0694.

Was the sale of RYTM shares part of a 10b5-1 plan?

Yes. The sale was effected pursuant to a Rule 10b5-1 instruction adopted on August 8, 2024, as disclosed in the filing.

How many RYTM shares does the reporting person beneficially own after the transactions?

Following the reported transactions, the filing shows the reporting person beneficially owned 8,509 shares of common stock and held options covering 18,844 shares.

When were the options that were exercised originally granted?

The footnotes state the stock options were granted on February 1, 2023, with vesting in 16 substantially equal installments every three months.