United Therapeutics Insider: 4,560-Share Option Exercise and Sale Reported

Rhea-AI Filing Summary

United Therapeutics Corp (UTHR) director Tommy G. Thompson reported option exercise and simultaneous sale transactions on 09/10/2025. He exercised a stock option at an exercise price of $229.81 to acquire 4,560 shares and immediately sold 4,560 shares at $403.36. After these reported transactions the filing shows the reporting person beneficially owned 8,480 shares directly plus 8,200 shares held indirectly by a trust and 5,800 shares held indirectly by a family LLC. The filing notes 880 shares to be issued on or about July 8, 2026 from a deferred RSU election tied to a July 7, 2023 vesting.

Positive

• Exercise and sale fully disclosed with prices and share counts, supporting regulatory transparency
• Significant indirect holdings remain (8,200 shares via trust; 5,800 via family LLC), indicating ongoing insider exposure

Negative

• Direct beneficial ownership declined from 13,040 shares to 8,480 shares following the transactions
• Immediate sale of shares acquired by exercise reduced the reporting person's direct stake

Insights

Securities Analyst

TL;DR: Director exercised options and sold the same number of shares, leaving meaningful indirect holdings.

From a transactional viewpoint this is a routine Section 16 disclosure documenting a stock option exercise (exercise price $229.81) and an offsetting sale (sale price $403.36) of 4,560 shares on the same date. The report shows a reduction in the reporting person’s direct holdings from 13,040 to 8,480 shares following the sale, while indirect holdings via a trust and family LLC remain material. This pattern—exercise followed by sale—is consistent with option liquidity or tax-driven monetization rather than an incremental change in control. Impact to investors is informational; the transactions do not, by themselves, indicate a company-level development.

Corporate Governance Expert

TL;DR: Disclosure is complete for these transactions and shows continued insider exposure through indirect holdings.

The Form 4 properly discloses both non-derivative and derivative activity: a stock option exercise (4,560 shares underlying an option with $229.81 exercise price) and a contemporaneous sale of 4,560 shares at $403.36. Indirect ownership via trust and family LLC (8,200 and 5,800 shares) remains disclosed, preserving transparency on potential insider influence. The filing also documents deferred RSU shares (880) scheduled for issuance, which is relevant to future insider ownership counts. Procedurally, the filing appears to comply with Section 16 presentation requirements.

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).

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^*

Thompson Tommy G

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

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	09/10/2025		M		4,560	A	$229.81	13,040(1)	D
Common Stock	09/10/2025		S		4,560	D	$403.36	8,480(1)	D
Common Stock								8,200	I	by Trust
Common Stock								5,800	I	Family LLC

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	$229.81	09/10/2025		M			4,560	07/13/2024	07/13/2033	Common Stock	4,560	$0.00	0.00	D

Explanation of Responses:

1. Includes 880 shares of common stock to be issued on or about July 8, 2026, as the result of the July 7, 2023 vesting of RSUs for which the reporting person elected to defer receipt of shares.

Remarks:

	/s/ John S. Hess, Jr. under Power of Attorney	09/10/2025
	** 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 transactions did Tommy G. Thompson report on the UTHR Form 4 dated 09/10/2025?

The filing reports an option exercise of 4,560 shares at an exercise price of $229.81 and a sale of 4,560 shares at $403.36, both on 09/10/2025.

How many UTHR shares does the reporting person beneficially own after the reported transactions?

Following the reported transactions the filing shows 8,480 shares directly plus 8,200 shares indirectly by a trust and 5,800 shares indirectly by a family LLC.

Were any derivative securities reported in the Form 4 for UTHR?

Yes. The Form 4 discloses a stock option with a $229.81 exercise price related to 4,560 underlying shares, exercisable beginning 07/13/2024 and expiring 07/13/2033.

Does the filing note any deferred restricted stock units (RSUs) for the reporting person?

Yes. The filing states it includes 880 shares to be issued on or about July 8, 2026 from a July 7, 2023 RSU vesting for which the reporting person elected to defer receipt.

What were the prices for the exercise and sale reported in the UTHR Form 4?

The exercise price was $229.81 and the sale price was $403.36 for the 4,560 shares transacted.