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  4. [Form 4] RHYTHM PHARMACEUTICALS, INC. Insider Trading Activity

Rhythm Pharmaceuticals (RYTM) EVP sells 57K shares after $6.80 option exercise

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Rhythm Pharmaceuticals EVP Yann Mazabraud exercised stock options to acquire 46,625 shares of common stock at an exercise price of $6.80 per share and reported continuing to hold 35,875 stock options after the exercise. On the same date, he sold an aggregate of 57,000 shares of common stock in multiple open-market transactions at weighted-average prices ranging from approximately $111.58 to $117.60 per share. The exercise and sales were effected pursuant to a Rule 10b5-1 trading plan adopted on May 13, 2026, and the options exercised were part of a grant made on February 9, 2022 that vests in substantially equal quarterly installments.

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Insider Mazabraud Yann
Role EVP, Head of International
Sold 57,000 shs ($6.62M)
Approx. gross sale proceeds $6.62M
Approx. exercise cost $317K
Type Security Shares Price Value
Exercise Stock Options (Right to Buy) F1, F8 46,625 $0.00 $0.00
Exercise Common Stock F1 46,625 $6.80 $317K
Sale Common Stock F1, F2 2,300 $111.7992 $257K
Sale Common Stock F1, F3 1,000 $112.856 $113K
Sale Common Stock F1, F4 3,605 $114.6955 $413K
Sale Common Stock F1, F5 14,568 $115.427 $1.68M
Sale Common Stock F1, F6 18,208 $116.4941 $2.12M
Sale Common Stock F1, F7 17,319 $117.4686 $2.03M
Holdings After Transaction: Stock Options (Right to Buy) — 35,875 shares (Direct); Common Stock — 55,655 shares (Direct)
Footnotes (8)
  1. F1. The exercise and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 13, 2026.
  2. F2. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $111.58 to $112.30 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. F3. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $112.84 to $112.92 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.
  4. F4. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $114.01 to $115.00 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.
  5. F5. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $115.01 to $116.00 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.
  6. F6. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $116.01 to $117.00 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.
  7. F7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.01 to $117.60 per share. 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.
  8. F8. 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.
Options Exercised 46,625 shares Stock options exercised into common stock on 2026-08-12 at $6.80 per share
Exercise Price $6.80 per share Exercise or conversion price of stock options granted February 9, 2022
Options Remaining 35,875 options Stock options reported as held following the derivative transaction
Shares Sold 57,000 shares Total common shares sold across six open-market sale transactions
Sale Price Range $111.58–$117.60 per share Weighted-average sale price ranges described in footnotes F2–F7
Option Expiration February 8, 2032 Expiration date of the stock options exercised
10b5-1 Plan Adoption Date May 13, 2026 Date the Rule 10b5-1 trading plan governing these trades was adopted
Option Grant Date February 9, 2022 Grant date of the stock options vesting in 16 substantially equal installments
Rule 10b5-1 trading plan regulatory
"The exercise and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Stock Options (Right to Buy) financial
"security_title: Stock Options (Right to Buy)"
weighted average price financial
"The price reported in Column 4 is a weighted average price. The securities were sold"
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.
exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
open market or private transaction financial
"transaction_code_description: Sale in open market or private transaction"

FAQ

What did Rhythm Pharmaceuticals (RYTM) EVP Yann Mazabraud report on this Form 4?
Yann Mazabraud reported exercising 46,625 stock options at $6.80 per share and selling 57,000 common shares in multiple open-market transactions under a Rule 10b5-1 trading plan.

How many Rhythm Pharmaceuticals (RYTM) options did the EVP exercise and what remains?
He exercised 46,625 stock options into common stock at $6.80 per share, and the filing shows 35,875 stock options remaining following the reported derivative transaction on February 9, 2022 grant.

At what prices did the Rhythm Pharmaceuticals (RYTM) EVP sell his common shares?
He sold 57,000 common shares in several tranches at weighted-average prices, with ranges from about $111.58 to $117.60 per share, as detailed in multiple weighted-average footnotes.

Was the Rhythm Pharmaceuticals (RYTM) insider trading under a Rule 10b5-1 plan?
Yes. The exercise and sales were effected under a Rule 10b5-1 trading plan that the reporting person adopted on May 13, 2026, as disclosed in the footnotes to the Form 4.

What are the key terms of the options exercised by the Rhythm Pharmaceuticals (RYTM) EVP?
The stock options were granted on February 9, 2022, have an exercise price of $6.80 per share, expire on February 8, 2032, and vest in 16 substantially equal quarterly installments based on continued service.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Mazabraud Yann
(Last)(First)(Middle)
C/O RHYTHM PHARMACEUTICALS, INC.
222 BERKELEY STREET, 12TH FLOOR
(Street)
BOSTON MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
RHYTHM PHARMACEUTICALS, INC. [ RYTM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Head of International
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/12/2026M(1)46,625A$6.8112,655D
Common Stock08/12/2026S(1)2,300D$111.7992(2)110,355D
Common Stock08/12/2026S(1)1,000D$112.856(3)109,355D
Common Stock08/12/2026S(1)3,605D$114.6955(4)105,750D
Common Stock08/12/2026S(1)14,568D$115.427(5)91,182D
Common Stock08/12/2026S(1)18,208D$116.4941(6)72,974D
Common Stock08/12/2026S(1)17,319D$117.4686(7)55,655D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (Right to Buy)$6.808/12/2026M(1)46,625 (8)02/08/2032Common Stock46,625$035,875D
Explanation of Responses:
1. The exercise and sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 13, 2026.
2. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $111.58 to $112.30 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 price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $112.84 to $112.92 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.
4. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $114.01 to $115.00 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.
5. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $115.01 to $116.00 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.
6. The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $116.01 to $117.00 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.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $117.01 to $117.60 per share. 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.
8. 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 Yann Mazabraud08/14/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR