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[Form 4] UNITED THERAPEUTICS Corp Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

United Therapeutics Corp Chairperson and CEO, who is also a director, reported option exercises and related stock sales in a Form 4 filing. On 11/20/2025 and 11/21/2025, the reporting person exercised 4,000 stock options on each day at an exercise price of $120.26 per share and sold the resulting shares in multiple open‑market transactions around $473–$480 per share, using weighted average prices.

The transactions were executed under a pre‑arranged Rule 10b5‑1 trading plan entered on May 2, 2025, which will continue until the earlier of the exhaustion of a tranche of 294,000 stock options expiring on March 15, 2026 or December 31, 2025. Following the reported transactions, the reporting person holds 130 shares of common stock directly, additional shares indirectly through a spouse and several family trusts, and stock options to purchase 74,000 shares at $120.26 per share.

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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)
11/20/2025
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 11/20/2025 M(1) 4,000 A $120.26 4,130 D
Common Stock 11/20/2025 S(1) 1,000 D $476.8032(2) 3,130 D
Common Stock 11/20/2025 S(1) 2,167 D $478.3169(3) 963 D
Common Stock 11/20/2025 S(1) 833 D $480.4422(4) 130 D
Common Stock 11/21/2025 M(1) 4,000 A $120.26 4,130 D
Common Stock 11/21/2025 S(1) 1,500 D $473.3145(5) 2,630 D
Common Stock 11/21/2025 S(1) 2,450 D $475.4215(6) 180 D
Common Stock 11/21/2025 S(1) 50 D $476.07 130 D
Common Stock 166 I by Spouse
Common Stock 324,518 I by Trust(7)
Common Stock 258,117 I by Trust(8)
Common Stock 45,596 I by Trust(9)
Common Stock 15,962 I by Trust(10)
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 11/20/2025 M(1) 4,000 03/15/2020 03/15/2026 Common Stock 4,000 $0.00 78,000 D
Stock Option $120.26 11/21/2025 M(1) 4,000 03/15/2020 03/15/2026 Common Stock 4,000 $0.00 74,000 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 $476.74 to $477.33. 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 $477.77 to $478.675. 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 $480.18 to $480.81. 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 $472.95 to $473.80. 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.
6. This transaction was executed in multiple trades at prices ranging from $475.02 to $476.07. 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. 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.
8. 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.
9. 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.
10. 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 11/21/2025
** 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 Form 4 reports that the Chairperson and CEO of United Therapeutics, who is also a director, exercised stock options and sold the underlying shares of common stock on 11/20/2025 and 11/21/2025.

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

The reporting person exercised 4,000 stock options on 11/20/2025 and another 4,000 stock options on 11/21/2025, each at an exercise price of $120.26 per share, from options expiring on March 15, 2026.

At what prices were United Therapeutics (UTHR) shares sold in the reported trades?

The exercised shares were sold in multiple trades with weighted average prices including $476.8032, $478.3169, $480.4422, $473.3145, $475.4215, and $476.07 per share. Each of these prices reflects an average of trades within disclosed intraday price ranges.

Was the United Therapeutics (UTHR) insider trading under a Rule 10b5-1 plan?

Yes. The filing states that the option exercises and sales were made under a pre‑arranged Rule 10b5‑1 trading plan entered into on May 2, 2025. The plan will continue until the earlier of the exhaustion of a 294,000 stock option tranche expiring on March 15, 2026 or December 31, 2025.

How many United Therapeutics (UTHR) stock options and shares does the insider own after these transactions?

After the reported transactions, the reporting person beneficially owns 74,000 stock options with an exercise price of $120.26 per share, 130 shares of common stock directly, and additional shares indirectly through a spouse and multiple family trusts.

What indirect holdings of United Therapeutics (UTHR) stock are reported in the Form 4?

The filing lists indirect ownership of 166 shares through a spouse and additional indirect holdings of 324,518, 258,117, 45,596, and 15,962 shares of common stock through various family trusts, with differing trustee and beneficiary roles described in the footnotes.

United Therapeutics Corp.

NASDAQ:UTHR

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20.44B
42.14M
1.77%
99.51%
5.97%
Drug Manufacturers - Specialty & Generic
Pharmaceutical Preparations
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United States
SILVER SPRING