STOCK TITAN

United Therapeutics (UTHR) President and COO logs Rule 10b5-1 stock trades

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

United Therapeutics President and COO reported insider transactions on 12/15/2025. The filing shows exercises of stock options into 14,625 and 7,875 shares of common stock held in family-related trusts, at exercise prices of $117.76 and $146.03 per share.

The common shares were then sold the same day in multiple trades under a Rule 10b5-1 trading plan entered on June 3, 2025, including sales at weighted average prices of $491.1817 and $500.3052. After these transactions, the trusts reported no remaining common shares, while 141,000 and 6,190 stock options remain indirectly owned.

Positive

  • None.

Negative

  • None.
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).
X
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*
BENKOWITZ MICHAEL

(Last) (First) (Middle)
C/O UNITED THERAPEUTICS CORPORATION
1000 SPRING STREET

(Street)
SILVER SPRING MD 20910

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UNITED THERAPEUTICS Corp [ UTHR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
PRESIDENT AND COO
3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025
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 12/15/2025 M(1) 14,625 A $117.76 14,625 I by Trust(2)
Common Stock 12/15/2025 S(1) 260 D $491.1821(3) 14,365 I by Trust(2)
Common Stock 12/15/2025 S(1) 1,466 D $492.3144(4) 12,899 I by Trust(2)
Common Stock 12/15/2025 S(1) 2,596 D $493.2479(5) 10,303 I by Trust(2)
Common Stock 12/15/2025 S(1) 1,446 D $494.1339(6) 8,857 I by Trust(2)
Common Stock 12/15/2025 S(1) 1,442 D $495.2895(7) 6,076 I by Trust(2)
Common Stock 12/15/2025 S(1) 1,339 D $496.1606(8) 7,518 I by Trust(2)
Common Stock 12/15/2025 S(1) 520 D $497.4198(9) 5,556 I by Trust(2)
Common Stock 12/15/2025 S(1) 1,222 D $498.2234(10) 4,334 I by Trust(2)
Common Stock 12/15/2025 S(1) 598 D $499.5748(11) 3,736 I by Trust(2)
Common Stock 12/15/2025 S(1) 3,736 D $500.3052(12) 0.00 I by Trust(2)
Common Stock 12/15/2025 M(1) 7,875 A $478.5778 7,875 I by Trust(13)
Common Stock 12/15/2025 S(1) 140 D $491.1817(3) 7,735 I by Trust(13)
Common Stock 12/15/2025 S(1) 789 D $492.3142(4) 6,946 I by Trust(13)
Common Stock 12/15/2025 S(1) 1,398 D $493.2474(5) 5,548 I by Trust(13)
Common Stock 12/15/2025 S(1) 779 D $494.1338(6) 4,769 I by Trust(13)
Common Stock 12/15/2025 S(1) 777 D $495.2894(7) 3,992 I by Trust(13)
Common Stock 12/15/2025 S(1) 720 D $496.1608(14) 3,272 I by Trust(13)
Common Stock 12/15/2025 S(1) 280 D $497.4197(9) 2,992 I by Trust(13)
Common Stock 12/15/2025 S(1) 658 D $498.2234(10) 2,334 I by Trust(13)
Common Stock 12/15/2025 S(1) 322 D $499.5747(11) 2,012 I by Trust(13)
Common Stock 12/15/2025 S(1) 2,012 D $500.3052(12) 0.00 I by Trust(13)
Common Stock 2,648 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
Stock Options $117.76 12/15/2025 M(1) 14,625 03/15/2020 03/15/2027 Common Stock 14,625 $0.00 141,000 I by Trust(2)
Stock Options $146.03 12/15/2025 M(1) 7,875 03/15/2020 03/15/2027 Common Stock 7,875 $0.00 6,190 I by Trust(13)
Explanation of Responses:
1. This exercise of stock options and subsequent sale of shares was pursuant to a Rule 10b5-1 trading plan entered into by the reporting person on June 3, 2025.
2. Reflects the exercise of options, and sale of the resulting shares of common stock, held in a trust beneficially owned by the Reporting Person, of which the Reporting Person is a beneficiary, and as to which the Reporting Person and his spouse are co-trustees and have shared investment and voting power.
3. This transaction was executed in multiple trades at prices ranging from $490.65 to $491.63. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
4. This transaction was executed in multiple trades at prices ranging from $491.76 to $492.75. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
5. This transaction was executed in multiple trades at prices ranging from $492.77 to $493.76. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
6. This transaction was executed in multiple trades at prices ranging from $493.78 to $494.77. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
7. This transaction was executed in multiple trades at prices ranging from $494.81 to $495.80. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
8. This transaction was executed in multiple trades at prices ranging from $495.81 to $496.79. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
9. This transaction was executed in multiple trades at prices ranging from $496.86 to $497.84. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
10. This transaction was executed in multiple trades at prices ranging from $497.91 to $498.90. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
11. This transaction was executed in multiple trades at prices ranging from $498.93 to $499.92. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
12. This transaction was executed in multiple trades at prices ranging from $500.14 to $500.40. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
13. Reflects the exercise of options, and sale of the resulting shares of common stock, held in a trust beneficially owned by the Reporting Person, of which the Reporting Person's family members are beneficiaries, and as to which the Reporting Person has sole investment and voting power.
14. This transaction was executed in multiple trades at prices ranging from $495.81 to $496.79. The price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
Remarks:
/s/ John S. Hess, Jr. under Power of Attorney 12/16/2025
** 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

What insider transaction did United Therapeutics (UTHR) report in this Form 4?

The report shows the President and COO exercised stock options into 14,625 and 7,875 shares of United Therapeutics common stock and then sold the resulting shares held in trusts on 12/15/2025.

When did the United Therapeutics (UTHR) insider trades occur and under what plan?

The trades took place on 12/15/2025 and were executed pursuant to a Rule 10b5-1 trading plan that the reporting person entered into on June 3, 2025, as described in the explanation of responses.

How many United Therapeutics (UTHR) stock options were exercised and at what prices?

The insider exercised stock options covering 14,625 shares at $117.76 per share and 7,875 shares at $146.03 per share, with both option grants expiring on 03/15/2027 and settled into United Therapeutics common stock.

At what prices were United Therapeutics (UTHR) shares sold in these transactions?

The common shares were sold in multiple trades at weighted average prices including $491.1821, $492.3144, $493.2479, and up to $500.3052, with detailed price ranges for each tranche described in the footnotes.

How much United Therapeutics (UTHR) equity does the insider hold after the reported trades?

After the reported sales, the trusts list 0 common shares remaining. The reporting person continues to indirectly hold stock options for 141,000 shares through one trust and 6,190 shares through another trust.

What is the relationship between the trusts and the United Therapeutics (UTHR) reporting person?

One trust is beneficially owned by the reporting person, who is a beneficiary and co-trustee with a spouse, sharing investment and voting power. Another trust is beneficially owned by the reporting person’s family members, with the reporting person holding sole investment and voting power, as described in the explanations.

United Therapeutics Corp.

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21.65B
42.14M
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Drug Manufacturers - Specialty & Generic
Pharmaceutical Preparations
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United States
SILVER SPRING