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

United Therapeutics CEO trades options and stock under 10b5-1 plan

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

Rhea-AI Filing Summary

United Therapeutics (UTHR) Chairperson and CEO reported option exercises and share sales in a Form 4 filing. On 11/24/2025 and 11/25/2025, the insider exercised a total of 8,000 stock options at an exercise price of $120.26 per share, converting them into common stock.

Across those two days, the insider sold shares in multiple transactions, including 2,500 and 1,500 shares on 11/24/2025 at weighted average prices of about $469.73 and $472.53, and 1,536, 2,164 and 300 shares on 11/25/2025 at weighted average prices around $473.69, $475.67 and $481.23. These trades were executed under a pre-arranged Rule 10b5-1 trading plan entered on May 2, 2025, which continues until a tranche of 294,000 options expiring on March 15, 2026 is exhausted or until December 31, 2025, whichever occurs first.

Following the reported transactions, the insider directly holds 130 shares, with additional indirect holdings through a spouse and several family trusts. Remaining stock options at the $120.26 exercise price total 66,000 and expire on March 15, 2026.

Positive

  • None.

Negative

  • None.
Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 8,000 shs ($3.78M)
Type Security Shares Price Value
Exercise Stock Option 4,000 $0.00 --
Exercise Common Stock 4,000 $120.26 $481K
Sale Common Stock 1,536 $473.6882 $728K
Sale Common Stock 2,164 $475.6705 $1.03M
Sale Common Stock 300 $481.23 $144K
Exercise Stock Option 4,000 $0.00 --
Exercise Common Stock 4,000 $120.26 $481K
Sale Common Stock 2,500 $469.7275 $1.17M
Sale Common Stock 1,500 $472.53 $709K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option — 66,000 shares (Direct); Common Stock — 4,130 shares (Direct); Common Stock — 166 shares (Indirect, by Spouse)
Footnotes (1)
  1. This exercise and sale of stock options was pursuant to a pre-arranged 10b5-1 trading plan entered into by the reporting person on May 2, 2025. This plan will continue until the earlier of: (a) exhaustion of a tranche of 294,000 stock options that expire March 15, 2026; or (b) December 31, 2025. This transaction was executed in multiple trades at prices ranging from $469.38 to $469.87. 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 $472.09 to $472.75. 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 $473.495 to $474.10. 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 $475.51 to $476.04. 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 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'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 is sole trustee and sole beneficiary or co-trustee and settlor with power to revoke.
Form 4 Insider Transactions: What Each Field Means →
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*
ROTHBLATT MARTINE A
(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairperson & CEO
3. Date of Earliest Transaction (Month/Day/Year)
11/24/2025
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 11/24/2025 M(1) 4,000 A $120.26 4,130 D
Common Stock 11/24/2025 S(1) 2,500 D $469.7275(2) 1,630 D
Common Stock 11/24/2025 S(1) 1,500 D $472.53(3) 130 D
Common Stock 11/25/2025 M(1) 4,000 A $120.26 4,130 D
Common Stock 11/25/2025 S(1) 1,536 D $473.6882(4) 2,594 D
Common Stock 11/25/2025 S(1) 2,164 D $475.6705(5) 430 D
Common Stock 11/25/2025 S(1) 300 D $481.23 130 D
Common Stock 166 I by Spouse
Common Stock 324,518 I by Trust(6)
Common Stock 258,117 I by Trust(7)
Common Stock 45,596 I by Trust(8)
Common Stock 15,962 I by Trust(9)
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 Option $120.26 11/24/2025 M(1) 4,000 03/15/2020 03/15/2026 Common Stock 4,000 $0.00 70,000 D
Stock Option $120.26 11/25/2025 M(1) 4,000 03/15/2020 03/15/2026 Common Stock 4,000 $0.00 66,000 D
Explanation of Responses:
1. This exercise and sale of stock options was pursuant to a pre-arranged 10b5-1 trading plan entered into by the reporting person on May 2, 2025. This plan will continue until the earlier of: (a) exhaustion of a tranche of 294,000 stock options that expire March 15, 2026; or (b) December 31, 2025.
2. This transaction was executed in multiple trades at prices ranging from $469.38 to $469.87. 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 $472.09 to $472.75. 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.
4. This transaction was executed in multiple trades at prices ranging from $473.495 to $474.10. 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 $475.51 to $476.04. 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. 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.
7. 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.
8. 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.
9. 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 Attorney 11/25/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did UTHR report in this Form 4 filing?

The filing shows the Chairperson and CEO of United Therapeutics (UTHR) exercised 8,000 stock options at $120.26 per share and sold the resulting common shares in multiple transactions on 11/24/2025 and 11/25/2025.

At what prices did the UTHR CEO sell shares reported in this Form 4?

The reported weighted average sale prices include about $469.7275, $472.53, $473.6882, $475.6705 and $481.23 per share, each based on multiple trades within narrow price ranges.

Was the UTHR CEO trading under a Rule 10b5-1 plan?

Yes. The option exercises and share sales were made under a pre-arranged Rule 10b5-1 trading plan entered on May 2, 2025, as stated in the explanation of responses.

How long does the UTHR CEO’s 10b5-1 plan remain in effect?

The plan will continue until the earlier of exhausting a tranche of 294,000 stock options that expire on March 15, 2026, or December 31, 2025, whichever comes first.

How many UTHR stock options does the insider still hold after these transactions?

After the reported exercises on 11/24/2025 and 11/25/2025, the insider beneficially owns 66,000 stock options with an exercise price of $120.26 per share, expiring on March 15, 2026.

What are the CEO’s direct and indirect share holdings in UTHR after the trades?

Following the transactions, the CEO directly owns 130 common shares and has additional indirect ownership through a spouse and several family trusts holding 166, 324,518, 258,117, 45,596 and 15,962 shares, respectively.