United Therapeutics (UTHR) COO logs option exercise and share sale

Rhea-AI Filing Summary

United Therapeutics Corp’s president and COO Michael Benkowitz, through a family trust, reported an option exercise and related share sales. On January 5, 2026, the trust exercised 7,875 stock options at an exercise price of $146.03 per share, receiving the same number of common shares. Those 7,875 shares of common stock were then sold in multiple open‑market transactions at weighted‑average prices ranging from about $480.32 to $494.41, all reported as indirect ownership "by Trust."

The filing states that the exercise and sales were made under a Rule 10b5‑1 trading plan entered into on June 3, 2025. After these sales, the trust no longer holds common stock, while Benkowitz is shown as directly owning 2,648 shares of common stock and indirectly holding 52,315 stock options through the trust.

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)
01/05/2026

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	01/05/2026		M(1)		7,875	A	$146.03	7,875	I	by Trust(2)
Common Stock	01/05/2026		S(2)		376	D	$480.6832(3)	7,499	I	by Trust(2)
Common Stock	01/05/2026		S(1)		891	D	$481.8625(4)	6,608	I	by Trust(2)
Common Stock	01/05/2026		S(1)		471	D	$482.7181(5)	6,137	I	by Trust
Common Stock	01/05/2026		S(1)		375	D	$483.8047(6)	5,762	I	by Trust(2)
Common Stock	01/05/2026		S(1)		629	D	$484.9941(7)	5,133	I	by Trust(2)
Common Stock	01/05/2026		S(1)		899	D	$486.0499(8)	4,234	I	by Trust(2)
Common Stock	01/05/2026		S(1)		461	D	$487.4034(9)	3,773	I	by Trust(2)
Common Stock	01/05/2026		S(1)		641	D	$488.3766(10)	3,132	I	by Trust(2)
Common Stock	01/05/2026		S(1)		364	D	$489.4902(11)	2,768	I	by Trust(2)
Common Stock	01/05/2026		S(1)		893	D	$490.1105(12)	1,875	I	by Trust(2)
Common Stock	01/05/2026		S(1)		647	D	$491.3496(13)	1,228	I	by Trust(2)
Common Stock	01/05/2026		S(1)		598	D	$492.4445(14)	630	I	by Trust(2)
Common Stock	01/05/2026		S(1)		201	D	$493.4732(15)	429	I	by Trust(2)
Common Stock	01/05/2026		S(1)		429	D	$494.2724(16)	0.00	I	by Trust(2)
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	$146.03	01/05/2026		M(1)			7,875	03/15/2020	03/15/2027	Common Stock	7,875	$0.00	52,315	I	by Trust(16)

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. This transaction was executed in multiple trades at prices ranging from $480.32 to $481.31. 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 $481.32 to $482.30. 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 $482.34 to $483.31. 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 $483.47 to $484.32. 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 $484.54 to $485.53. 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 $485.58 to $486.49. 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 $486.79 to $487.78. 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 $487.90 to $488.89. 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 $488.90 to $489.89. 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 $489.90 to $490.885. 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 $490.90 to $491.85. 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 $491.91 to $492.86. 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. This transaction was executed in multiple trades at prices ranging from $492.96 to $493.88. 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. This transaction was executed in multiple trades at prices ranging from $493.99 to $494.41. 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. 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.

Remarks:

	/s/ John S. Hess, Jr. under Power of Attorney	01/07/2026
	** 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 for Michael Benkowitz?

The filing reports that Michael Benkowitz, president and COO of United Therapeutics Corp, indirectly through a trust, exercised 7,875 stock options and sold the resulting 7,875 shares of common stock on January 5, 2026.

At what prices were the United Therapeutics shares sold in this Form 4?

The 7,875 common shares were sold in multiple transactions at weighted‑average prices with ranges disclosed in footnotes, from approximately $480.32 up to $494.41 per share.

What was the exercise price of the stock options reported by United Therapeutics’ COO?

The stock options exercised on January 5, 2026 had an exercise price of $146.03 per share, covering 7,875 underlying shares of United Therapeutics common stock.

Was the United Therapeutics insider transaction made under a Rule 10b5-1 trading plan?

Yes. A footnote explains that the option exercise and subsequent share sales were carried out pursuant to a Rule 10b5‑1 trading plan entered into by the reporting person on June 3, 2025.

How are the United Therapeutics shares held in relation to the trust mentioned in the Form 4?

The exercised options and sold shares were held indirectly “by Trust”. A footnote states the trust is beneficially owned by the reporting person, with the reporting person having sole investment and voting power and family members as beneficiaries.

How many United Therapeutics shares and options does Michael Benkowitz hold after the reported transactions?

After the reported sales, the trust no longer holds common stock. The Form 4 shows 2,648 shares of common stock held directly and 52,315 stock options held indirectly through the trust.

What role does Michael Benkowitz hold at United Therapeutics in this insider filing?

In the filing, Michael Benkowitz is identified as an officer of United Therapeutics Corp, serving as its President and Chief Operating Officer (COO).