Rhythm Pharma Insider Boosts Stake to 7,000 Shares After RSU Vesting

Rhea-AI Filing Summary

Rhythm Pharmaceuticals, Inc. (RYTM) – Form 4 insider filing

Director Lynn A. Tetrault reported the vesting and automatic conversion of 4,000 restricted stock units (RSUs) into an equal number of common shares on 18 Jun 2025 (transaction code M). No shares were sold, transferred, or otherwise disposed of, and the transaction was completed at a conversion price of $0.00, as RSUs carry no cash exercise cost.

Following the transaction, Tetrault’s direct beneficial ownership increased to 7,000 common shares. The RSUs had fully vested on the same date and do not carry an expiration date, indicating they were part of a previously granted equity incentive award. The filing contains no open-market purchases, option exercises for cash, or sales, and therefore does not create immediate cash proceeds for the insider or raise additional capital for the company.

Investor takeaway: The director’s decision to retain the newly issued shares rather than sell them marginally aligns insider interests with shareholders but is routine for RSU vesting events and is not large enough to materially affect share count or signal a strong directional view on RYTM’s valuation.

Positive

• Insider’s equity stake increased by 4,000 shares, suggesting continued alignment with shareholders.
• No shares were sold, avoiding any potential negative perception of insider confidence.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine RSU vesting; insider keeps 4k shares, raising total to 7k—nominally positive but not market-moving.

The Form 4 shows an automatic conversion of 4,000 RSUs into common stock at $0.00. No sales occurred, so the director’s net exposure to RYTM stock increased. Because this was a scheduled vesting event, it does not reflect discretionary buying. The absolute share count is immaterial relative to RYTM’s ~57 million outstanding shares and will not dilute other holders. From a sentiment perspective, retention rather than immediate sale is mildly constructive, yet the scale and automatic nature render the filing largely neutral for valuation.

Corporate Governance Expert

TL;DR: Governance-normal equity award settlement; confirms alignment but carries negligible strategic impact.

The filing documents compliance with Section 16 reporting for equity incentive plans. Full vesting by the three-year mark is consistent with market practice for director compensation. There were no 10b5-1 sales or discretionary trades, and the attorney-in-fact signature indicates proper delegation. The event neither alters board independence nor introduces related-party concerns. Overall governance signal is neutral-to-slightly-positive due to increased share ownership, but not impactful to corporate control or compensation policy.

Insider Trade Summary

4,000 shares exercised/converted

Mixed 2 txns

Insider TETRAULT LYNN A.

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	4,000	$0.00	--
Exercise	Common Stock	4,000	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 7,000 shares (Direct)

Footnotes (1)

1. Each restricted stock unit represents a contingent right to receive one share of Issuer common stock. The restricted stock units fully vested on June 18, 2025. The restricted stock units have no expiration date.

Form 4 Insider Transactions: What Each Field Means →

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^*

TETRAULT LYNN A.

(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 Lynn A. Tetrault	06/23/2025
	** 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

How many Rhythm Pharmaceuticals (RYTM) shares did Director Lynn A. Tetrault acquire?

4,000 common shares were acquired through RSU conversion.

What was the transaction date for the Form 4 filing?

The shares vested and were acquired on 18 Jun 2025; the filing was signed on 23 Jun 2025.

Did the insider sell any RYTM shares in this transaction?

No. The Form 4 shows no disposals; all 4,000 shares were added to ownership.

What is the director’s total RYTM share ownership after the transaction?

Tetrault now directly owns 7,000 common shares.

Was cash paid for the shares obtained?

No. The RSUs converted at $0.00 since restricted stock units do not require payment upon vesting.