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[Form 4] UNITED THERAPEUTICS Corp Insider Trading Activity

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

Rhea-AI Filing Summary

Insider exercise and sales under a 10b5-1 plan on 10/06/2025

The President and COO of United Therapeutics (UTHR) exercised a total of 22,500 stock options on 10/06/2025 (14,625 options at a $135.42 strike; 7,875 at $146.03) and immediately sold many of the resulting shares from trusts for which he has shared or sole trustee powers. Multiple sales were executed in tranches with weighted‑average prices reported in the range of approximately $449.45 to $454.81, with specific weighted averages shown (for example, $449.82, $450.97, $452.03, $453.16, $253.975). Transactions were made pursuant to a Rule 10b5‑1 trading plan established on 06/03/2025. Following the reported transactions, the reporting person beneficially owned optioned shares and remaining common stock indirectly through trusts, with listed post‑transaction holdings such as 14,325 and 7,875 underlying shares shown for the respective option series.

Positive

  • None.

Negative

  • None.

Insights

Officer exercised 22,500 options and sold a large portion of resulting shares under a 10b5‑1 plan on 10/06/2025.

The reporting person executed option exercises (14,625 and 7,875) and reported multiple share sales from trusts at weighted‑average prices reported between $449.45 and $454.81. The filings state the trades were made under a Rule 10b5‑1 plan entered on 06/03/2025, which can provide an affirmative defense to insider trading claims when properly documented.

Key dependencies include the trust structures described (shared vs sole trustee powers) and the 10b5‑1 plan terms; investors may note the near‑term liquidity event on 10/06/2025 and the remaining indirect holdings reported in the form.

Insider BENKOWITZ MICHAEL
Role PRESIDENT AND COO
Sold 22,500 shs ($10.13M)
Type Security Shares Price Value
Exercise Stock Options 14,625 $0.00 --
Exercise Stock Options 7,875 $0.00 --
Exercise Common Stock 14,625 $135.42 $1.98M
Sale Common Stock 400 $449.82 $180K
Sale Common Stock 800 $450.9713 $361K
Sale Common Stock 11,975 $452.026 $5.41M
Sale Common Stock 1,250 $453.1595 $566K
Sale Common Stock 200 $253.975 $51K
Exercise Common Stock 7,875 $146.03 $1.15M
Sale Common Stock 300 $450.0567 $135K
Sale Common Stock 500 $451.014 $226K
Sale Common Stock 6,625 $452.037 $2.99M
Sale Common Stock 350 $453.5086 $159K
Sale Common Stock 100 $454.81 $45K
holding Common Stock -- -- --
Holdings After Transaction: Stock Options — 99,750 shares (Indirect, by Trust); Common Stock — 14,625 shares (Indirect, by Trust); Common Stock — 2,648 shares (Direct)
Footnotes (1)
  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. This transaction was executed in multiple trades at prices ranging from $451.80 to $452.78. 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. This transaction was executed in multiple trades at prices ranging from $453.13 to $454.05. 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. 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 is a beneficiary, and as to which the Reporting Person and his spouse are co-trustees and have shared investment and voting power. This transaction was executed in multiple trades at prices ranging from $449.45 to $450.39. 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 $450.70 to $451.42. 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. This transaction was executed in multiple trades at prices ranging from $451.79 to $452.35. 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 $452.82 to $453.70. 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. 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. This transaction was executed in multiple trades at prices ranging from $449.58 to $450.39. 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 $450.70 to $451.44. 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.
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*
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)
10/06/2025
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 10/06/2025 M(1) 14,625 A $135.42 14,625 I by Trust(2)
Common Stock 10/06/2025 S(1) 400 D $449.82(3) 14,225 I by Trust(2)
Common Stock 10/06/2025 S(1) 800 D $450.9713(4) 13,425 I by Trust(2)
Common Stock 10/06/2025 S(1) 11,975 D $452.026(5) 1,450 I by Trust(2)
Common Stock 10/06/2025 S(1) 1,250 D $453.1595(6) 200 I by Trust(2)
Common Stock 10/06/2025 S(1) 200 D $253.975 0.00 I by Trust(2)
Common Stock 10/06/2025 M(1) 7,875 A $146.03 7,875 I by Trust(7)
Common Stock 10/06/2025 S(1) 300 D $450.0567(8) 7,575 I by Trust(7)
Common Stock 10/06/2025 S(1) 500 D $451.014(9) 7,075 I by Trust(7)
Common Stock 10/06/2025 S(1) 6,625 D $452.037(10) 450 I by Trust(7)
Common Stock 10/06/2025 S(1) 350 D $453.5086(11) 100 I by Trust(7)
Common Stock 10/06/2025 S(1) 100 D $454.81 0.00 I by Trust(7)
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 $135.42 10/06/2025 M(1) 14,625 03/15/2023 03/15/2027 Common Stock 14,325 $0.00 99,750 I by Trust(2)
Stock Options $146.03 10/06/2025 M(1) 7,875 03/15/2018 03/15/2027 Common Stock 7,875 $0.00 17,500 I by Trust(7)
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. 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 is a beneficiary, and as to which the Reporting Person and his spouse are co-trustees and have shared investment and voting power.
3. This transaction was executed in multiple trades at prices ranging from $449.45 to $450.39. 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 $450.70 to $451.42. 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.
5. This transaction was executed in multiple trades at prices ranging from $451.79 to $452.35. 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 $452.82 to $453.70. 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.
7. 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.
8. This transaction was executed in multiple trades at prices ranging from $449.58 to $450.39. 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 $450.70 to $451.44. 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 $451.80 to $452.78. 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.
11. This transaction was executed in multiple trades at prices ranging from $453.13 to $454.05. 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.
Remarks:
/s/ John S. Hess, Jr. under Power of Attorney 10/07/2025
** 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