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United Therapeutics (UTHR) CEO sells 9,500 shares under 10b5-1 plan

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

UNITED THERAPEUTICS Corp (UTHR) reported that Chairperson & CEO Martine A. Rothblatt, through family trusts, exercised 9,500 stock options for common stock at an exercise price of $135.42 per share and acquired 9,500 common shares on August 25, 2026. The same day, those 9,500 indirectly held shares were sold in multiple open-market transactions at weighted average prices between $515.46 and $520.52 per share. After the option exercise, a family trust held 65,910 stock options, and separately, Rothblatt held 40,513 common shares directly and 166 shares indirectly through a spouse. These option exercises and related sales were made under a Rule 10b5-1 trading plan adopted on November 7, 2025, which continues until the earlier of the exercise of 1,734,410 stock options expiring March 15, 2027, or December 31, 2026.

Positive

  • None.

Negative

  • None.
Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 9,500 shs ($4.92M)
Approx. gross sale proceeds $4.92M
Approx. exercise cost $1.29M
Approx. pre-tax spread $3.63M
Type Security Shares Price Value
Exercise Stock Option F1, F12 9,500 $0.00 $0.00
Exercise Common Stock F1, F2 9,500 $135.42 $1.29M
Sale Common Stock F1, F3, F2 2,029 $516.1187 $1.05M
Sale Common Stock F1, F4, F2 2,332 $516.9461 $1.21M
Sale Common Stock F1, F5, F2 2,004 $518.0829 $1.04M
Sale Common Stock F1, F6, F2 2,387 $518.7999 $1.24M
Sale Common Stock F1, F7, F2 668 $519.9056 $347K
Sale Common Stock F1, F8, F2 80 $520.495 $42K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock F9 -- -- --
holding Common Stock F10 -- -- --
holding Common Stock F11 -- -- --
Holdings After Transaction: Stock Option — 65,910 shares (Indirect, by Trust); Common Stock — 628,049 shares (Indirect, by Trust); Common Stock — 40,513 shares (Direct); Common Stock — 166 shares (Indirect, by Spouse)
Footnotes (12)
  1. F1. This exercise of stock options and sale of the resulting shares of common stock was pursuant to a pre-arranged 10b5-1 trading plan adopted by the reporting person on November 7, 2025. This plan will continue until the earlier of: (a) the exercise of 1,734,410 stock options, all of which expire on March 15, 2027; or (b) December 31, 2026.
  2. F10. 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.
  3. F11. 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.
  4. F12. Stock options held in a family trust as to which the Reporting Person shares investment power and the Reporting Person and immediate family members are beneficiaries.
  5. F2. 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.
  6. F3. This transaction was executed in multiple trades at prices ranging from $515.46 to $516.45. 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. F4. This transaction was executed in multiple trades at prices ranging from $516.46 to $517.405. 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.
  8. F5. This transaction was executed in multiple trades at prices ranging from $517.46 to $518.45. 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. F6. This transaction was executed in multiple trades at prices ranging from $518.46 to $519.41. 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. F7. This transaction was executed in multiple trades at prices ranging from $519.46 to $520.32. 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. F8. This transaction was executed in multiple trades at prices ranging from $520.47 to $520.52. 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.
  12. F9. 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.
Options exercised 9,500 stock options Exercised on August 25, 2026 by a family trust
Exercise price $135.42 per share Exercise price of stock options into UNITED THERAPEUTICS common stock
Shares sold 9,500 shares Total UNITED THERAPEUTICS common shares sold on August 25, 2026
Sale price range $515.46–$520.52 per share Weighted average price ranges for multiple sale tranches
Options held after exercise 65,910 stock options Remaining derivative position in a family trust following the transaction
Direct common shares 40,513 shares Common stock held directly by Martine A. Rothblatt after reported transactions
Spouse-held shares 166 shares Common stock held indirectly through spouse
10b5-1 plan size 1,734,410 stock options Maximum options to be exercised under the Rule 10b5-1 trading plan
Rule 10b5-1 trading plan regulatory
"This exercise of stock options and sale ... was pursuant to a pre-arranged 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported above reflects the weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
family trusts financial
"Shares held in family trusts as to which the Reporting Person shares investment power"
investment power financial
"as to which the Reporting Person's spouse shares investment power"
stock options financial
"This plan will continue until the earlier of: (a) the exercise of 1,734,410 stock options"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

FAQ

What insider transaction did UTHR CEO Martine Rothblatt report on August 25, 2026?

On August 25, 2026, Martine A. Rothblatt exercised 9,500 stock options for UNITED THERAPEUTICS Corp (UTHR) common stock at $135.42 per share and the resulting 9,500 shares were sold in multiple open-market trades on the same date.

At what prices were the UTHR shares sold in Martine Rothblatt’s August 25, 2026 trades?

The 9,500 UNITED THERAPEUTICS (UTHR) shares were sold in several transactions at weighted average prices ranging from $515.46 to $520.52 per share, with specific ranges disclosed for each sale tranche.

How many UNITED THERAPEUTICS stock options did the family trust hold after the reported exercise?

After the August 25, 2026 exercise, a family trust associated with Martine A. Rothblatt held 65,910 stock options on UNITED THERAPEUTICS Corp common stock, according to the reported post-transaction derivative holdings.

What direct and indirect UTHR common share holdings does Martine Rothblatt report?

Martine A. Rothblatt reports 40,513 UNITED THERAPEUTICS (UTHR) common shares held directly and 166 shares held indirectly through a spouse, in addition to various interests in family trusts described in the footnotes.

Was Martine Rothblatt’s UTHR trading done under a Rule 10b5-1 plan?

Yes. The option exercise and sale of UNITED THERAPEUTICS (UTHR) shares were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which continues until the earlier of exercising 1,734,410 options or December 31, 2026.

What is the size and duration of Martine Rothblatt’s current UTHR 10b5-1 plan?

The Rule 10b5-1 plan covers up to 1,734,410 stock options that expire on March 15, 2027 and will continue until the earlier of those options being exercised or December 31, 2026.

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SEC Form 4
FORM 4UNITED 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 MARYLAND 20910

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
UNITED THERAPEUTICS Corp [ UTHR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairperson & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/25/2026M(1)9,500A$135.42333,943Iby Trust(2)
Common Stock08/25/2026S(1)2,029D$516.1187(3)331,914Iby Trust(2)
Common Stock08/25/2026S(1)2,332D$516.9461(4)329,582Iby Trust(2)
Common Stock08/25/2026S(1)2,004D$518.0829(5)327,578Iby Trust(2)
Common Stock08/25/2026S(1)2,387D$518.7999(6)325,191Iby Trust(2)
Common Stock08/25/2026S(1)668D$519.9056(7)324,523Iby Trust(2)
Common Stock08/25/2026S(1)80D$520.495(8)324,443Iby Trust(2)
Common Stock40,513D
Common Stock166Iby Spouse
Common Stock249,108Iby Trust(9)
Common Stock45,596Iby Trust(10)
Common Stock8,902Iby Trust(11)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option$135.4208/25/2026M(1)9,50003/15/202303/15/2027Common Stock9,500$0.0065,910Iby Trust(12)
Explanation of Responses:
1. This exercise of stock options and sale of the resulting shares of common stock was pursuant to a pre-arranged 10b5-1 trading plan adopted by the reporting person on November 7, 2025. This plan will continue until the earlier of: (a) the exercise of 1,734,410 stock options, all of which expire on March 15, 2027; or (b) December 31, 2026.
2. 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.
3. This transaction was executed in multiple trades at prices ranging from $515.46 to $516.45. 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 $516.46 to $517.405. 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 $517.46 to $518.45. 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 $518.46 to $519.41. 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. This transaction was executed in multiple trades at prices ranging from $519.46 to $520.32. 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.
8. This transaction was executed in multiple trades at prices ranging from $520.47 to $520.52. 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. 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.
10. 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.
11. 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.
12. Stock options held in a family trust as to which the Reporting Person shares investment power and the Reporting Person and immediate family members are beneficiaries.
Remarks:
/s/ John S. Hess, Jr. under Power of Attorney08/26/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)