UTHR insider files Form 144 for 11,000-share sale; multiple prior sales reported

Rhea-AI Filing Summary

United Therapeutics (UTHR) Form 144: This notice reports a proposed sale of 11,000 common shares through Morgan Stanley Smith Barney on 09/04/2025 with an aggregate market value of $4,237,280.30. The filing shows the shares were acquired the same day by stock option exercise and paid in cash. The issuer's total shares outstanding are listed as 45,226,262, and the filer previously sold six identical blocks of 11,000 shares each between 06/12/2025 and 08/21/2025, generating gross proceeds ranging from about $3.08M to $3.40M per sale. The form includes the seller's representation that no undisclosed material information is known.

Positive

• Transparent compliance: Form 144 filed with broker, acquisition method, payment, and planned sale date disclosed
• Consistent reporting: Multiple prior sales reported with dates and gross proceeds, enabling investor visibility

Negative

• Frequent insider sales: Six prior sales this quarter plus a proposed sale may raise investor questions about insider liquidity
• Material proceeds per sale: Each 11,000-share block generated roughly $3.08M–$3.40M in gross proceeds

Insights

Securities Analyst

TL;DR: Repeated insider sales of modest blocks following option exercises; compliance with Rule 144 noted, market impact likely limited.

The filing documents a planned sale of 11,000 shares valued at $4.24M and six prior identical sales this quarter, each 11,000 shares. The shares were acquired by option exercise and will be sold through a registered broker. For investors, the pattern indicates controlled disposition of exercised equity rather than divestment of long-held restricted stock. The filing provides clear transaction dates, amounts, and broker details, enabling transparent tracking of insider liquidity events.

Corporate Governance Expert

TL;DR: Documentation meets disclosure requirements; recurring sales warrant attention but show procedural compliance.

The notice includes the required representation that the seller is not aware of undisclosed material information and supplies acquisition, payment, and broker information. Multiple near-term sales of equal size suggest routine monetization following option exercises rather than an opportunistic large exit. The filing lacks any mention of a 10b5-1 plan adoption date, so sales appear to be standard Rule 144 notifications tied to exercised options.

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	11000	4237280.30	45226262	09/04/2025	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	09/04/2025	Stock Option Exercise	Issuer			11000	09/04/2025	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
PAUL MAHON 1000 SPRING STREET SILVER SPRING MD 20910	Common	08/21/2025	11000	3396248.90
PAUL MAHON 1000 SPRING STREET SILVER SPRING MD 20910	Common	08/07/2025	11000	3299980.20
PAUL MAHON 1000 SPRING STREET SILVER SPRING MD 20910	Common	07/24/2025	11000	3345224.30
PAUL MAHON 1000 SPRING STREET SILVER SPRING MD 20910	Common	07/10/2025	11000	3303393.50
PAUL MAHON 1000 SPRING STREET SILVER SPRING MD 20910	Common	06/26/2025	11000	3142717.60
PAUL MAHON 1000 SPRING STREET SILVER SPRING MD 20910	Common	06/12/2025	11000	3079513.80

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?

The filing reports a proposed sale of 11,000 common shares through Morgan Stanley Smith Barney on 09/04/2025, acquired by stock option exercise and paid in cash.

How many shares does United Therapeutics have outstanding per this filing?

The filing lists 45,226,262 shares outstanding.

Has the filer sold other UTHR shares recently?

Yes; the filer sold six prior blocks of 11,000 shares each between 06/12/2025 and 08/21/2025, with gross proceeds per sale between about $3.08M and $3.40M.

Through which broker will the proposed sale occur?

The planned sale is through Morgan Stanley Smith Barney LLC Executive Financial Services in New York.

Were the shares acquired as a gift or purchase?

The shares were acquired on 09/04/2025 via stock option exercise; payment was made in cash.