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Rhythm Pharmaceuticals CEO exercises RSUs, withholds shares

Rhythm Pharmaceuticals President and CEO David P. Meeker reported the vesting and conversion of restricted stock units into common stock on February 1, 2026.

(Very High)
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Form Type
4

Rhea-AI Filing Summary

Rhythm Pharmaceuticals President and CEO David P. Meeker reported the vesting and conversion of restricted stock units into common stock on February 1, 2026. A total of 68,713 restricted stock units were exercised into common shares, and 31,522 shares were withheld at $108.99 per share to satisfy tax obligations. Following these transactions, Meeker directly holds 239,016 shares of common stock and 156,637 restricted stock units.

Positive

  • None.

Negative

  • None.
Insider Meeker David P
Role President and CEO
Type Security Shares Price Value
Exercise Restricted Stock Units 14,125 $0.00 $0.00
Exercise Restricted Stock Units 21,250 $0.00 $0.00
Exercise Restricted Stock Units 33,338 $0.00 $0.00
Exercise Common Stock 68,713 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 31,522 $108.99 $3.44M
Holdings After Transaction: Restricted Stock Units — 156,637 contracts (Direct); Common Stock — 239,016 shares (Direct)
Footnotes (5)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
  2. F2. These shares were withheld for payment of the withholding taxes upon the vesting of the restricted stock units reported herein.
  3. F3. The restricted stock units vest as to 25% of the total shares on each of February 1, 2024, February 1, 2025, February 1, 2026 and February 1, 2027. The restricted stock units have no expiration date.
  4. F4. The restricted stock units vest as to 25% of the total shares on each of February 16, 2025, February 1, 2026, February 1, 2027 and February 1, 2028. The restricted stock units have no expiration date.
  5. F5. The restricted stock units vest as to 25% of the total shares on each of February 1, 2026, February 1, 2027, February 1, 2028 and February 1, 2029. The restricted stock units have no expiration date.
RSUs exercised 68,713 shares Restricted stock units converted into common stock on February 1, 2026
Shares withheld for taxes 31,522 shares Common shares delivered at $108.99 per share to cover withholding taxes
Tax withholding price $108.99 per share Per-share value used for the tax-withholding disposition of common stock
Post-transaction common stock holdings 239,016 shares Direct common stock owned by David P. Meeker after the reported transactions
Post-transaction RSU holdings 156,637 units Direct restricted stock units held by David P. Meeker after vesting events
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
contingent right financial
"represents a contingent right to receive one share of Issuer common stock"

FAQ

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

What insider activity did RYTM's CEO report in this Form 4?

David P. Meeker reported the vesting and conversion of 68,713 restricted stock units into common stock on February 1, 2026, with 31,522 shares withheld at $108.99 per share to cover tax obligations.

How many Rhythm Pharmaceuticals (RYTM) shares did the CEO receive from RSU vesting?

The CEO received 68,713 common shares through the exercise and conversion of restricted stock units on February 1, 2026, as reported in the Form 4 insider transaction data.

How many RYTM shares were withheld for taxes in this filing?

A total of 31,522 Rhythm Pharmaceuticals common shares were withheld at $108.99 per share to satisfy withholding tax obligations related to the vesting of restricted stock units.

What are David Meeker's post-transaction common stock holdings in RYTM?

After the reported transactions, David P. Meeker directly owns 239,016 shares of Rhythm Pharmaceuticals common stock, according to the canonical post-transaction holdings data.

How many restricted stock units does RYTM's CEO still hold after these transactions?

Following the February 1, 2026 vesting events, David P. Meeker continues to hold 156,637 restricted stock units, representing additional contingent rights to receive Rhythm Pharmaceuticals common shares.

What does each restricted stock unit in RYTM represent for the CEO?

Each restricted stock unit represents a contingent right to receive one share of Rhythm Pharmaceuticals common stock, with vesting over specified dates as described in the filing footnotes.

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

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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).
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*
Meeker David P

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026
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 02/01/2026 M 68,713 A (1) 270,538 D
Common Stock 02/01/2026 F(2) 31,522 D $108.99 239,016 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) 02/01/2026 M 14,125 (3) (3) Common Stock 14,125 $0 14,125 D
Restricted Stock Units (1) 02/01/2026 M 21,250 (4) (4) Common Stock 21,250 $0 42,500 D
Restricted Stock Units (1) 02/01/2026 M 33,338 (5) (5) Common Stock 33,338 $0 100,012 D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
2. These shares were withheld for payment of the withholding taxes upon the vesting of the restricted stock units reported herein.
3. The restricted stock units vest as to 25% of the total shares on each of February 1, 2024, February 1, 2025, February 1, 2026 and February 1, 2027. The restricted stock units have no expiration date.
4. The restricted stock units vest as to 25% of the total shares on each of February 16, 2025, February 1, 2026, February 1, 2027 and February 1, 2028. The restricted stock units have no expiration date.
5. The restricted stock units vest as to 25% of the total shares on each of February 1, 2026, February 1, 2027, February 1, 2028 and February 1, 2029. The restricted stock units have no expiration date.
/s/ Stephen Vander Stoep, Attorney-in-Fact for David Meeker 02/03/2026
** 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.

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