UTHR insider notice: 90,000 shares ($40.78M) to be sold on 10/06/2025

Rhea-AI Filing Summary

United Therapeutics (UTHR) filed a Form 144 reporting a proposed sale of 90,000 common shares, to be executed through Morgan Stanley Smith Barney LLC on 10/06/2025 on NASDAQ. The shares were acquired and paid for on 10/06/2025 through an exercise of stock options and funded in cash. The filing lists the aggregate market value of the shares as $40,776,300.00 and total shares outstanding as 45,226,262.

The notice also discloses multiple Rule 10b5-1 sales attributed to Michael Benkowitz during September 2025 totaling several transactions (examples: 7,875 and 14,625 share blocks) with gross proceeds reported per trade. The filer affirms no undisclosed material nonpublic information and includes the standard signature/attestation language required by the form.

Positive

• Transaction transparency: Form 144 discloses the full sale amount of 90,000 shares and $40,776,300.00 aggregate market value
• Use of 10b5-1 plans for prior September 09/2025 sales indicates pre-arranged disposition consistent with compliance practices

Negative

• Large block relative to float: 90,000 shares represent a notable package against 45,226,262 outstanding shares
• Concentration of sales by an insider in a short period (09/2025 trades plus this 10/06/2025 sale) could increase short-term supply pressure

Insights

Insider Transactions Analyst

TL;DR: An insider plans a large post-exercise sale of newly exercised options alongside recent 10b5-1 trades.

The filing reports the proposed sale of 90,000 shares acquired by exercise of stock options on 10/06/2025

These shares carry an aggregate market value of $40,776,300.00, representing a meaningful block versus the reported 45,226,262 outstanding shares. Recent 10b5-1 sales by Michael Benkowitz in 09/2025 show systematic disposition activity in smaller tranches with material gross proceeds per trade.

Key dependencies include the execution price and timing on 10/06/2025 and whether additional scheduled 10b5-1 trades remain active; monitor transaction settlement and exchange reporting within days following the stated sale date.

Compliance & Governance Specialist

TL;DR: The Form 144 is procedural and includes the standard attestation against undisclosed material information.

The notice uses the required attestation language that the selling person does not possess undisclosed material adverse information as of the signatory date. The sale is routed through Morgan Stanley Smith Barney LLC and is designated for NASDAQ execution on 10/06/2025.

From a governance perspective, the presence of documented 10b5-1 sales in 09/2025 supports a pre-arranged trading plan for at least one insider. Confirmatory filings and broker confirmations after 10/06/2025 will complete the public record for compliance review.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	90000	40776300.00	45226262	10/06/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	10/06/2025	Exercise of Stock Options	Issuer			90000	10/06/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/29/2025	7875	3321678.94
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/29/2025	14625	6168832.31
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/22/2025	7875	3278783.81
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/22/2025	14625	6089169.94
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/15/2025	7875	3154086.69
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/15/2025	14625	5858537.59
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/09/2025	6125	2434154.63
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/09/2025	11375	4520572.88
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/08/2025	1750	686421.93
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/08/2025	3250	1274616.85
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/02/2025	7875	3288469.10
10b5-1 Sales for Michael Benkowitz 1000 SPRING ST SILVER SPRING MD 20910	Common	09/02/2025	14625	6108367.85

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the UTHR Form 144 report on 10/06/2025?

The filing reports a proposed sale of 90,000 common shares acquired by exercise of stock options and paid in cash, to be sold on 10/06/2025 on NASDAQ.

How much is the aggregate market value of the shares in the UTHR Form 144?

The aggregate market value reported is $40,776,300.00 for the 90,000 shares.

Who is the broker handling the proposed UTHR sale?

The broker listed is Morgan Stanley Smith Barney LLC, Executive Financial Services, New York, NY.

Were there recent insider sales for UTHR before this filing?

Yes. Multiple Rule 10b5-1 sales by Michael Benkowitz occurred in 09/2025, including blocks of 7,875, 14,625, 6,125, and others with gross proceeds reported per trade.

How many shares outstanding does the filing state for UTHR?

The filing lists 45,226,262 shares outstanding.