STOCK TITAN

United Therapeutics (UTHR) CEO exercises 9,500 options and sells 9,500 shares under 10b5-1 plan

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

Rhea-AI Filing Summary

United Therapeutics Corp Chairperson & CEO Martine A. Rothblatt reported an exercise-and-sell transaction in company stock. On May 27, 2026, she exercised stock options to acquire 9,500 shares of common stock at a strike price of $146.03 per share and sold 9,500 shares in open-market trades at prices mostly around the high $570s per share.

After these transactions, Rothblatt directly holds 50,013 shares of common stock and also has additional indirect holdings through family trusts and her spouse. The filing notes that the option exercise and related sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, indicating the trades were scheduled in advance rather than timed discretionarily.

Positive

  • None.

Negative

  • None.

Insights

Pre-planned option exercise and matched share sale, net small reduction.

Chairperson & CEO Martine A. Rothblatt exercised stock options for 9,500 shares at $146.03 and sold the same number around the high $570s. This is a classic exercise-and-sell pattern converting options into cash while maintaining a substantial direct equity stake.

The filing shows 50,013 shares held directly after the transactions, so the 9,500-share sale represents a minority of her visible direct holdings. Footnotes state the transactions occurred under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which typically indicates routine, scheduled diversification rather than opportunistic timing.

Rothblatt also reports significant additional indirect ownership through family trusts and her spouse, reinforcing ongoing alignment with shareholders. From an investor perspective, this looks like normal executive liquidity management rather than a thesis-changing development.

Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 9,500 shs ($5.47M)
Type Security Shares Price Value
Exercise Stock Option 9,500 $0.00 --
Exercise Common Stock 9,500 $146.03 $1.39M
Sale Common Stock 1,479 $570.8127 $844K
Sale Common Stock 581 $571.5542 $332K
Sale Common Stock 320 $572.4498 $183K
Sale Common Stock 440 $574.2256 $253K
Sale Common Stock 680 $575.4986 $391K
Sale Common Stock 2,469 $576.2319 $1.42M
Sale Common Stock 1,756 $577.2417 $1.01M
Sale Common Stock 1,695 $578.2158 $980K
Sale Common Stock 80 $579.59 $46K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option — 154,910 shares (Direct, null); Common Stock — 50,013 shares (Direct, null); Common Stock — 166 shares (Indirect, by Spouse)
Footnotes (1)
  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 17, 2027; or (b) December 31, 2026. This transaction was executed in multiple trades at prices ranging from $570.21 to $571.19. 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. This transaction was executed in multiple trades at prices ranging from $571.27 to $572.11. 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. This transaction was executed in multiple trades at prices ranging from $572.29 to $572.84. 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. This transaction was executed in multiple trades at prices ranging from $573.77 to $574.70. 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. This transaction was executed in multiple trades at prices ranging from $574.79 to $575.76. 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. This transaction was executed in multiple trades at prices ranging from $575.79 to $576.76. 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. This transaction was executed in multiple trades at prices ranging from $576.81 to $577.80. 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. This transaction was executed in multiple trades at prices ranging from $577.81 to $578.75. 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. This transaction was executed in multiple trades at prices ranging from $579.49 to $579.69. 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. 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. 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. 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. 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.
Options exercised 9,500 shares Common Stock acquired via option exercise on May 27, 2026
Exercise price $146.03/share Conversion or exercise price for 9,500 stock options
Shares sold 9,500 shares Open-market sales of Common Stock on May 27, 2026
Sale prices range example $570.81–$579.59/share Multiple trades with weighted average prices in high $570s
Direct holdings after transactions 50,013 shares Common Stock held directly by CEO after May 27, 2026
Net share change -9,500 shares transactionSummary netBuySellShares for the period
Option expiration March 15, 2027 Expiration date of exercised stock option grant
Indirect trust holding example 324,443 shares Common Stock held indirectly by family trust as of May 27, 2026
Rule 10b5-1 trading plan regulatory
"exercise of stock options and sale of the resulting shares of common stock 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.
stock options financial
"exercise of stock options and sale of the resulting shares of common stock"
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.
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.
family trusts financial
"Shares held in family trusts as to which the Reporting Person's spouse shares investment power"
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
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)
05/27/2026
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 Stock05/27/2026M(1)9,500A$146.0350,013D
Common Stock05/27/2026S(1)1,479D$570.8127(2)48,534D
Common Stock05/27/2026S(1)581D$571.5542(3)47,953D
Common Stock05/27/2026S(1)320D$572.4498(4)47,633D
Common Stock05/27/2026S(1)440D$574.2256(5)47,193D
Common Stock05/27/2026S(1)680D$575.4986(6)46,513D
Common Stock05/27/2026S(1)2,469D$576.2319(7)44,044D
Common Stock05/27/2026S(1)1,756D$577.2417(8)42,288D
Common Stock05/27/2026S(1)1,695D$578.2158(9)40,593D
Common Stock05/27/2026S(1)80D$579.59(10)40,513D
Common Stock166Iby Spouse
Common Stock45,596Iby Trust(11)
Common Stock324,443Iby Trust(12)
Common Stock249,108Iby Trust(13)
Common Stock8,902Iby Trust(14)
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$146.0305/27/2026M(1)9,50003/15/202003/15/2027Common Stock9,500$0.00154,910D
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 17, 2027; or (b) December 31, 2026.
2. This transaction was executed in multiple trades at prices ranging from $570.21 to $571.19. 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. This transaction was executed in multiple trades at prices ranging from $571.27 to $572.11. 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 $572.29 to $572.84. 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.
5. This transaction was executed in multiple trades at prices ranging from $573.77 to $574.70. 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 $574.79 to $575.76. 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.
7. This transaction was executed in multiple trades at prices ranging from $575.79 to $576.76. 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.
8. This transaction was executed in multiple trades at prices ranging from $576.81 to $577.80. 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.
9. This transaction was executed in multiple trades at prices ranging from $577.81 to $578.75. 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.
10. This transaction was executed in multiple trades at prices ranging from $579.49 to $579.69. 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.
11. 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.
12. 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.
13. 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.
14. 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.
Remarks:
/s/ John S. Hess, Jr. under Power of Attorney05/28/2026
** 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)

FAQ

What insider transactions did UTHR CEO Martine Rothblatt report on May 27, 2026?

Martine Rothblatt reported exercising stock options for 9,500 shares of United Therapeutics common stock at $146.03 per share and selling 9,500 shares in open-market trades around the high $570s per share, resulting in a matched exercise-and-sell transaction.

How many United Therapeutics (UTHR) shares does the CEO hold after this Form 4?

After the reported transactions, Martine Rothblatt directly holds 50,013 shares of United Therapeutics common stock. The Form 4 also lists additional indirect holdings through various family trusts and her spouse, indicating a larger overall economic exposure than the direct position alone.

Was the May 27, 2026 UTHR insider sale under a Rule 10b5-1 plan?

Yes. A footnote states that the option exercise and related sale of United Therapeutics shares were executed pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which schedules trades in advance to reduce concerns about discretionary timing.

What stock option terms are disclosed in the UTHR Form 4 for Martine Rothblatt?

The Form 4 shows a stock option for 9,500 shares of United Therapeutics common stock with a conversion or exercise price of $146.03 per share. The option became exercisable on March 15, 2020 and carries an expiration date of March 15, 2027.

How large is the CEO’s net share change in this United Therapeutics Form 4?

The transaction summary reports 9,500 shares sold and 9,500 shares exercised, for net buy-sell activity of –9,500 shares. This reflects an exercise-and-sell pattern, with the executive converting options into cash while maintaining a sizeable remaining equity position.