United Therapeutics (UTHR) CEO exercises options, sells shares in 10b5-1 plan

Rhea-AI Filing Summary

United Therapeutics’ Chairperson & CEO, who is also a director, reported stock option exercises and related common stock sales under a pre-arranged Rule 10b5-1 trading plan. On December 15 and 16, 2025, the reporting person exercised 4,000 stock options at an exercise price of $120.26 on each day and sold the resulting shares in multiple open-market transactions at prices including $491.77, $495.1384, $492.4938, $494 and $497.17.

After these transactions, the reporting person held 130 shares of common stock directly, plus indirect holdings of 166 shares through a spouse and additional shares through family trusts, including 324,518, 258,117, 45,596 and 10,962 shares. The trades were made pursuant to a 10b5-1 trading plan entered on May 2, 2025, which will continue until the earlier of the exhaustion of a 294,000-share stock option tranche expiring on March 15, 2026 or December 31, 2025.

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)
12/15/2025

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	12/15/2025		M(1)		4,000	A	$120.26	4,130	D
Common Stock	12/15/2025		S(1)		500	D	$491.77	3,630	D
Common Stock	12/15/2025		S(1)		3,500	D	$495.1384(2)	130	D
Common Stock	12/16/2025		M(1)		4,000	A	$120.26	4,130	D
Common Stock	12/16/2025		S(1)		2,500	D	$492.4938(3)	1,630	D
Common Stock	12/16/2025		S(1)		1,000	D	$494	630	D
Common Stock	12/16/2025		S(1)		500	D	$497.17	130	D
Common Stock								166	I	by Spouse
Common Stock								324,518	I	by Trust(4)
Common Stock								258,117	I	by Trust(5)
Common Stock								45,596	I	by Trust(6)
Common Stock								10,962	I	by Trust(7)

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	12/15/2025		M(1)			4,000	03/15/2020	03/15/2026	Common Stock	4,000	$0.00	14,000	D
Stock Option	$120.26	12/16/2025		M(1)			4,000	03/15/2020	03/15/2026	Common Stock	4,000	$0.00	10,000	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 $494.94 to $495.42. 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 $492.245 to $492.67. 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. 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.

5. 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.

6. 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.

7. 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	12/16/2025
	** 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.
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FAQ

What insider transactions did United Therapeutics (UTHR) disclose in this Form 4?

The filing shows that United Therapeutics’ Chairperson & CEO exercised stock options and sold common shares on December 15 and 16, 2025. Each day, the reporting person exercised 4,000 stock options at $120.26 per share and sold the resulting shares in multiple open-market transactions at prices in the $490 range.

On what dates and at what price were United Therapeutics (UTHR) stock options exercised?

The reporting person exercised United Therapeutics stock options on December 15, 2025 and December 16, 2025. On each date, 4,000 stock options with an exercise price of $120.26 per share were exercised, converting derivative securities into shares of common stock.

At what prices did the United Therapeutics (UTHR) CEO sell common shares?

The CEO sold common stock in several open-market transactions. Reported sale prices include $491.77, $495.1384, $492.4938, $494 and $497.17, with certain trades executed in multiple lots where a weighted average price is disclosed.

How many United Therapeutics (UTHR) shares does the CEO own after these transactions?

Following the reported trades, the CEO beneficially owns 130 shares of common stock directly. Indirect holdings include 166 shares held by a spouse and additional shares held through family trusts: 324,518, 258,117, 45,596 and 10,962 shares, as disclosed.

What is the 10b5-1 trading plan described for United Therapeutics (UTHR) CEO?

The filing states that the option exercises and share sales were made under a pre-arranged Rule 10b5-1 trading plan entered into on May 2, 2025. This 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 are the United Therapeutics (UTHR) CEO’s family trust holdings structured?

The filing explains that certain shares are held in family trusts. Some trusts are those where the reporting person shares investment power and is a beneficiary; others are trusts where the spouse is sole trustee and beneficiary or co-trustee and settlor with power to revoke, as described in notes 4 through 7.