Rhythm Pharma Director Adds 4k Shares via RSU Vesting – Form 4 Filing

Rhea-AI Filing Summary

Rhythm Pharmaceuticals, Inc. (RYTM) – Form 4 insider transaction filed 06/23/2025

Director Jennifer L. Good reported the conversion of 4,000 restricted stock units (RSUs) into an equal number of common shares on 06/18/2025. The transaction is coded “M,” indicating a routine, compensation-related conversion with no cash exercise price ($0.00). Following the settlement, Good’s direct beneficial ownership increased to 7,000 common shares.

The filing notes that each RSU represented a contingent right to one share of common stock and fully vested on the same date; the units carry no expiration. No open-market purchase or sale occurred, and no derivative securities remain outstanding for the reporting person after the conversion.

Because the transaction reflects standard equity-based compensation for a director and involves a relatively small share count, it is unlikely to have a material impact on RYTM’s share float or governance structure. Investors typically view such conversions as neutral routine events rather than directional insider signals.

Insights

Securities Analyst

TL;DR: Routine RSU vesting; holdings rise to 7k shares, no cash paid—neutral signal for RYTM.

Form 4 shows Director Jennifer Good converting 4,000 RSUs into common stock. Code “M” confirms a transaction tied to equity compensation, not open-market buying. Post-transaction ownership of 7,000 shares is modest versus Rhythm Pharmaceuticals’ 55 million-plus share count, so dilution and governance influence are negligible. Absence of a purchase price means no fresh capital inflow nor insider willingness to commit additional funds, keeping the informational value limited. Overall, I classify the event as neutral for valuation and sentiment.

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).

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^*

GOOD JENNIFER L

(Last) (First) (Middle)

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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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	06/18/2025		M		4,000	A	(1)	7,000	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
Restricted Stock Units	(1)	06/18/2025		M			4,000	(2)	(2)	Common Stock	4,000	$0.00	0	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.

2. The restricted stock units fully vested on June 18, 2025. The restricted stock units have no expiration date.

	/s/ Stephen Vander Stoep, attorney-in-fact for Jennifer L. Good	06/23/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** 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.
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FAQ

What insider transaction was reported for RYTM on the Form 4 dated 06/23/2025?

Director Jennifer L. Good converted 4,000 RSUs into common shares on 06/18/2025 at a $0.00 exercise price.

How many Rhythm Pharmaceuticals shares does Jennifer Good own after the transaction?

She now holds 7,000 shares of RYTM common stock directly.

Did the Form 4 involve an open-market purchase or sale?

No. The code “M” indicates a conversion of RSUs; no shares were bought or sold on the market.

Do the restricted stock units reported have an expiration date?

No. The RSUs fully vested on 06/18/2025 and have no expiration date.

Is this insider activity considered material to Rhythm Pharmaceuticals investors?

Given the small share volume and compensation-related nature, the filing is generally viewed as not materially impactful.