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  4. [Form 4] UNITED THERAPEUTICS Corp Insider Trading Activity

United Therapeutics CEO sells 9,500 at $514–$524

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

UNITED THERAPEUTICS Corp (UTHR) reported that Chairperson & CEO Martine A. Rothblatt, through a family trust, exercised stock options for 9,500 shares of common stock at an exercise price of $135.42 per share on August 28, 2026. The resulting 9,500 shares of common stock were then sold in multiple open-market transactions at weighted-average prices generally between about $514 and $524 per share, each trade executed in multiple lots within specified price ranges. These transactions were carried out under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which contemplates the potential exercise of up to 1,734,410 stock options expiring March 15, 2027, or earlier termination on December 31, 2026. Following these transactions, reported holdings include 40,513 shares of common stock held directly, 166 shares held indirectly by a spouse, and 37,410 stock options held in a family trust, with additional shares and options held through various family trusts where the reporting person and immediate family members are beneficiaries.

Positive

  • None.

Negative

  • None.
Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 9,500 shs ($4.92M)
Approx. gross sale proceeds $4.92M
Approx. exercise cost $1.29M
Approx. pre-tax spread $3.63M
Type Security Shares Price Value
Exercise Stock Option F1, F17 9,500 $0.00 $0.00
Exercise Common Stock F1, F2 9,500 $135.42 $1.29M
Sale Common Stock F1, F3, F2 480 $514.257 $247K
Sale Common Stock F1, F4, F2 1,630 $515.4587 $840K
Sale Common Stock F1, F5, F2 2,386 $516.1571 $1.23M
Sale Common Stock F1, F6, F2 1,486 $517.1073 $768K
Sale Common Stock F1, F7, F2 1,346 $518.1434 $697K
Sale Common Stock F1, F8, F2 412 $519.1925 $214K
Sale Common Stock F1, F9, F2 751 $520.2975 $391K
Sale Common Stock F1, F10, F2 286 $521.5815 $149K
Sale Common Stock F1, F11, F2 517 $522.4022 $270K
Sale Common Stock F1, F12, F2 6 $523.425 $3K
Sale Common Stock F1, F13, F2 200 $524.4175 $105K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock F14 -- -- --
holding Common Stock F15 -- -- --
holding Common Stock F16 -- -- --
Holdings After Transaction: Stock Option — 37,410 shares (Indirect, by Trust); Common Stock — 628,049 shares (Indirect, by Trust); Common Stock — 40,513 shares (Direct); Common Stock — 166 shares (Indirect, by Spouse)
Footnotes (17)
  1. F1. This exercise of stock options and sale of the resulting shares of common stock was pursuant to a pre-arranged 10b5-1 trading plan adopted by the reporting person on November 7, 2025. This plan will continue until the earlier of: (a) the exercise of 1,734,410 stock options, all of which expire on March 15, 2027; or (b) December 31, 2026.
  2. F10. This transaction was executed in multiple trades at prices ranging from $520.92 to $521.83. 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.
  3. F11. This transaction was executed in multiple trades at prices ranging from $522.00 to $522.95. 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. F12. This transaction was executed in multiple trades at prices ranging from $523.04 to $524.00. 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. F13. This transaction was executed in multiple trades at prices ranging from $524.04 to $524.51. 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. F14. Shares held in family trusts as to which the Reporting Person's spouse is sole trustee and sole beneficiary or co-trustee and settlor with power to revoke.
  7. F15. Shares held in family trusts as to which the Reporting Person's spouse shares investment power and the Reporting Person and/or immediate family members are beneficiaries.
  8. F16. Shares held in family trusts as to which the Reporting Person is sole trustee and sole beneficiary or co-trustee and settlor with power to revoke.
  9. F17. Stock options held in a family trust as to which the Reporting Person shares investment power and the Reporting Person and immediate family members are beneficiaries.
  10. F2. Shares held in family trusts as to which the Reporting Person shares investment power and the Reporting Person and/or immediate family members are beneficiaries.
  11. F3. This transaction was executed in multiple trades at prices ranging from $513.64 to $514.61. 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. F4. This transaction was executed in multiple trades at prices ranging from $514.72 to $515.71. 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. F5. This transaction was executed in multiple trades at prices ranging from $515.72 to $516.70. 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.
  14. F6. This transaction was executed in multiple trades at prices ranging from $516.73 to $517.70. 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.
  15. F7. This transaction was executed in multiple trades at prices ranging from $517.74 to $518.69. 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.
  16. F8. This transaction was executed in multiple trades at prices ranging from $518.74 to $519.61. 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.
  17. F9. This transaction was executed in multiple trades at prices ranging from $519.80 to $520.70. 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.
Stock options exercised 9,500 shares Options on UNITED THERAPEUTICS Corp common stock exercised on August 28, 2026
Exercise price per share $135.42 per share Exercise price of stock options converting into 9,500 shares of common stock
Shares sold 9,500 shares Common shares sold in multiple open-market transactions on August 28, 2026
Representative sale price $514.2570 per share Weighted-average price for one tranche of 480 shares sold indirectly via family trust
Highest weighted-average sale price $524.4175 per share Weighted-average price for a 200-share tranche sold indirectly via family trust
Options subject to 10b5-1 plan 1,734,410 stock options Stock options referenced in the Rule 10b5-1 plan, expiring March 15, 2027
Direct common stock holdings 40,513 shares Shares of common stock held directly after the reported transactions
Indirect spouse holdings 166 shares Shares of common stock held indirectly by spouse after the reported transactions
Rule 10b5-1 trading plan regulatory
"This exercise of stock options and sale...was pursuant to a pre-arranged 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported above reflects the weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
stock options financial
"This plan will continue until the earlier of: (a) the exercise of 1,734,410 stock options"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
family trusts financial
"Shares held in family trusts as to which the Reporting Person's spouse is sole trustee"
investment power financial
"Shares held in family trusts as to which the Reporting Person shares investment power"

FAQ

What did Martine A. Rothblatt report in this Form 4 for UTHR?
Martine A. Rothblatt, via a family trust, exercised 9,500 stock options at $135.42 per share into common stock and then sold 9,500 shares of UNITED THERAPEUTICS Corp common stock in multiple open-market transactions on August 28, 2026.

At what prices were the UTHR shares sold in the reported transactions?
The 9,500 UNITED THERAPEUTICS Corp shares were sold in several tranches at weighted-average prices generally between about $514 and $524 per share, with each tranche executed in multiple trades within specific price ranges as detailed in the transaction footnotes.

Were Martine A. Rothblatt’s UTHR transactions under a Rule 10b5-1 plan?
Yes. The option exercise and related share sales were executed pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which continues until the earlier of the exercise of 1,734,410 stock options or December 31, 2026.

How many UTHR stock options and shares are reported as held after these transactions?
After these transactions, the filing reports 37,410 stock options held in a family trust, 40,513 shares of UNITED THERAPEUTICS Corp common stock held directly, and 166 shares held indirectly by a spouse, with additional interests held through various family trusts.

Who actually holds the UTHR shares involved in these transactions?
The exercised options and sold shares were held indirectly through family trusts associated with Martine A. Rothblatt, where she and/or immediate family members are beneficiaries and investment power is shared or held by family members, as described in the footnotes.

What are the key terms of the UTHR stock options exercised in this Form 4?
The reported stock options relate to UNITED THERAPEUTICS Corp common stock, cover 9,500 underlying shares, have an exercise price of $135.42 per share, and carry an expiration date of March 15, 2027, with options held in a family trust after the transaction.

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SEC Form 4
FORM 4UNITED 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*
ROTHBLATT MARTINE A
(Last)(First)(Middle)
C/O UNITED THERAPEUTICS CORPORATION
1000 SPRING STREET
(Street)
SILVER SPRING MARYLAND 20910
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
UNITED THERAPEUTICS Corp [ UTHR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairperson & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/28/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/28/2026M(1)9,500A$135.42333,943Iby Trust(2)
Common Stock08/28/2026S(1)480D$514.257(3)333,463Iby Trust(2)
Common Stock08/28/2026S(1)1,630D$515.4587(4)331,833Iby Trust(2)
Common Stock08/28/2026S(1)2,386D$516.1571(5)329,447Iby Trust(2)
Common Stock08/28/2026S(1)1,486D$517.1073(6)327,961Iby Trust(2)
Common Stock08/28/2026S(1)1,346D$518.1434(7)326,615Iby Trust(2)
Common Stock08/28/2026S(1)412D$519.1925(8)326,203Iby Trust(2)
Common Stock08/28/2026S(1)751D$520.2975(9)325,452Iby Trust(2)
Common Stock08/28/2026S(1)286D$521.5815(10)325,166Iby Trust(2)
Common Stock08/28/2026S(1)517D$522.4022(11)324,649Iby Trust(2)
Common Stock08/28/2026S(1)6D$523.425(12)324,643Iby Trust(2)
Common Stock08/28/2026S(1)200D$524.4175(13)324,443Iby Trust(2)
Common Stock40,513D
Common Stock166Iby Spouse
Common Stock249,108Iby Trust(14)
Common Stock45,596Iby Trust(15)
Common Stock8,902Iby Trust(16)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option$135.4208/28/2026M(1)9,50003/15/202303/15/2027Common Stock9,500$0.0037,410Iby Trust(17)
Explanation of Responses:
1. This exercise of stock options and sale of the resulting shares of common stock was pursuant to a pre-arranged 10b5-1 trading plan adopted by the reporting person on November 7, 2025. This plan will continue until the earlier of: (a) the exercise of 1,734,410 stock options, all of which expire on March 15, 2027; or (b) December 31, 2026.
2. Shares held in family trusts as to which the Reporting Person shares investment power and the Reporting Person and/or immediate family members are beneficiaries.
3. This transaction was executed in multiple trades at prices ranging from $513.64 to $514.61. 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 $514.72 to $515.71. 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 $515.72 to $516.70. 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 $516.73 to $517.70. 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 $517.74 to $518.69. 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 $518.74 to $519.61. 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 $519.80 to $520.70. 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 $520.92 to $521.83. 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 $522.00 to $522.95. 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 $523.04 to $524.00. 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. This transaction was executed in multiple trades at prices ranging from $524.04 to $524.51. 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.
14. Shares held in family trusts as to which the Reporting Person's spouse is sole trustee and sole beneficiary or co-trustee and settlor with power to revoke.
15. Shares held in family trusts as to which the Reporting Person's spouse shares investment power and the Reporting Person and/or immediate family members are beneficiaries.
16. Shares held in family trusts as to which the Reporting Person is sole trustee and sole beneficiary or co-trustee and settlor with power to revoke.
17. Stock options held in a family trust as to which the Reporting Person shares investment power and the Reporting Person and immediate family members are beneficiaries.
Remarks:
/s/ John S. Hess, Jr. under Power of Attorney08/31/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR