STOCK TITAN

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

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

UNITED THERAPEUTICS Corp Chairperson & CEO Martine Rothblatt exercised stock options to acquire 9,500 shares of common stock at $146.03 per share, then sold 9,500 shares in multiple open‑market trades at prices between roughly $568 and $583. These transactions were made under a pre‑arranged Rule 10b5‑1 trading plan adopted on November 7, 2025.

After the transactions, she held 49,973 shares directly and maintained substantial indirect holdings through family trusts and her spouse, including 324,443, 258,117 and 45,596 shares. The trading plan will continue until either 1,734,410 stock options expiring on March 17, 2027 are exercised or December 31, 2026, whichever occurs first.

Positive

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Negative

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Insights

CEO’s 9,500‑share exercise-and-sale is plan‑driven, with large holdings retained.

Martine Rothblatt exercised stock options for 9,500 shares at a strike price of $146.03, then sold 9,500 shares in open‑market trades around $570–$583. The filing states these moves follow a pre‑arranged Rule 10b5‑1 trading plan, indicating the timing was scheduled in advance.

Following the trades, she still holds 49,973 shares directly plus significant indirect positions, including family‑trust stakes of 324,443 and 258,117 shares. The plan allows up to 1,734,410 options expiring on March 17, 2027 to be exercised, or runs until December 31, 2026, so future filings may show additional routine transactions under this framework.

Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 9,500 shs ($5.48M)
Type Security Shares Price Value
Exercise Stock Option 9,500 $0.00 --
Exercise Common Stock 9,500 $146.03 $1.39M
Sale Common Stock 40 $568.3594 $23K
Sale Common Stock 120 $569.6417 $68K
Sale Common Stock 40 $570.9893 $23K
Sale Common Stock 440 $572.4164 $252K
Sale Common Stock 359 $574.3654 $206K
Sale Common Stock 1,320 $575.4527 $760K
Sale Common Stock 3,677 $576.3907 $2.12M
Sale Common Stock 1,039 $577.2575 $600K
Sale Common Stock 160 $578.5788 $93K
Sale Common Stock 1,104 $579.2737 $640K
Sale Common Stock 560 $580.9793 $325K
Sale Common Stock 401 $581.7795 $233K
Sale Common Stock 240 $582.295 $140K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option — 62,788 shares (Direct, null); Common Stock — 50,013 shares (Direct, null); Common Stock — 166 shares (Indirect, by Spouse)
Footnotes (1)
  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 17, 2027; or (b) December 31, 2026. This transaction was executed in multiple trades at prices ranging from $577.88 to $578.855. 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 $578.90 to $579.89. 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 $580.10 to $581.06. 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 $581.16 to $582.13. 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 $582.16 to $582.77. 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. 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. 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. 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. 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. This transaction was executed in multiple trades at prices ranging from $568.355 to $568.36. 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 $569.535 to $569.78. 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 $570.83 to $571.285. 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 $572.06 to $573.00. 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 $573.85 to $574.77. 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 $574.87 to $575.85. 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 $575.87 to $576.85. 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 $576.88 to $577.73. 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.
Options exercised 9,500 shares Common stock acquired via option exercise on May 4, 2026
Exercise price $146.03 per share Strike price for 9,500 stock options exercised
Shares sold 9,500 shares Total common shares sold in open-market trades on May 4, 2026
Sale price range ~$568.36–$582.77 per share Weighted average price ranges across multiple sale trades
Direct holdings after trades 49,973 shares Common stock held directly by CEO following reported transactions
Largest indirect trust holding 324,443 shares Common stock held in a family trust after transactions
Plan option pool 1,734,410 options Stock options referenced in Rule 10b5-1 plan, expiring March 17, 2027
Rule 10b5-1 trading plan financial
"exercise of stock options and sale of the resulting shares of common stock 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.
stock options financial
"This exercise of stock options and sale of the resulting shares of common stock was pursuant"
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.
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"
derivative security financial
"Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
beneficiaries financial
"the Reporting Person and/or immediate family members are beneficiaries."
Beneficiaries are the people or organizations designated to receive benefits, such as money or assets, from a financial arrangement like a trust, insurance policy, or retirement plan. They matter to investors because choosing the right beneficiaries ensures that assets are passed on according to their wishes, providing financial security or support to loved ones when needed. Think of beneficiaries as the intended recipients of a gift or inheritance.
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)
05/04/2026
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 Stock05/04/2026M(1)9,500A$146.0350,013D
Common Stock05/04/2026S(1)40D$568.3594(2)49,973D
Common Stock05/04/2026S(1)120D$569.6417(3)49,853D
Common Stock05/04/2026S(1)40D$570.9893(4)49,813D
Common Stock05/04/2026S(1)440D$572.4164(5)49,373D
Common Stock05/04/2026S(1)359D$574.3654(6)49,014D
Common Stock05/04/2026S(1)1,320D$575.4527(7)47,694D
Common Stock05/04/2026S(1)3,677D$576.3907(8)44,017D
Common Stock05/04/2026S(1)1,039D$577.2575(9)42,978D
Common Stock05/04/2026S(1)160D$578.5788(10)42,818D
Common Stock05/04/2026S(1)1,104D$579.2737(11)41,714D
Common Stock05/04/2026S(1)560D$580.9793(12)41,154D
Common Stock05/04/2026S(1)401D$581.7795(13)40,753D
Common Stock05/04/2026S(1)240D$582.295(14)40,513D
Common Stock166Iby Spouse
Common Stock324,443Iby Trust(15)
Common Stock258,117Iby Trust(16)
Common Stock45,596Iby Trust(17)
Common Stock10,962Iby Trust(18)
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$146.0305/04/2026M(1)9,50003/15/202003/15/2027Common Stock9,500$0.0062,788D
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 17, 2027; or (b) December 31, 2026.
2. This transaction was executed in multiple trades at prices ranging from $568.355 to $568.36. 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 $569.535 to $569.78. 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.
4. This transaction was executed in multiple trades at prices ranging from $570.83 to $571.285. 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 $572.06 to $573.00. 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 $573.85 to $574.77. 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 $574.87 to $575.85. 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 $575.87 to $576.85. 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 $576.88 to $577.73. 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 $577.88 to $578.855. 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 $578.90 to $579.89. 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. This transaction was executed in multiple trades at prices ranging from $580.10 to $581.06. 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.
13. This transaction was executed in multiple trades at prices ranging from $581.16 to $582.13. 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.
14. This transaction was executed in multiple trades at prices ranging from $582.16 to $582.77. 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.
15. 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.
16. 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.
17. 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.
18. 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 Attorney05/05/2026
** 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)

FAQ

What did UNITED THERAPEUTICS (UTHR) CEO Martine Rothblatt do in this Form 4?

The CEO exercised stock options for 9,500 shares at $146.03 each and sold 9,500 shares in multiple open‑market trades around $570–$583. These actions were made under a pre‑arranged Rule 10b5‑1 trading plan adopted in November 2025.

How many UNITED THERAPEUTICS (UTHR) shares did the CEO sell and at what prices?

Martine Rothblatt sold 9,500 shares of UNITED THERAPEUTICS common stock in several trades. Reported weighted average prices for these sales ranged from about $568.36 to $582.77 per share, reflecting execution across multiple price levels during the same trading day.

How many UNITED THERAPEUTICS (UTHR) shares does the CEO hold after these transactions?

After the reported transactions, the CEO held 49,973 shares directly. She also had substantial indirect holdings through family trusts and her spouse, including positions of 324,443, 258,117 and 45,596 shares, indicating a large continuing ownership stake in UNITED THERAPEUTICS.

Was the UNITED THERAPEUTICS (UTHR) CEO’s stock sale pre-planned under Rule 10b5-1?

Yes. The filing states the option exercise and resulting share sales occurred under a pre‑arranged Rule 10b5‑1 trading plan adopted on November 7, 2025. This plan is scheduled to continue until certain option exercises are completed or until December 31, 2026.

What stock options did the UNITED THERAPEUTICS (UTHR) CEO exercise in this filing?

Martine Rothblatt exercised stock options covering 9,500 shares of UNITED THERAPEUTICS common stock at a conversion or exercise price of $146.03 per share. These options are part of a larger pool of up to 1,734,410 options expiring on March 17, 2027 referenced in the trading plan.

How large is the CEO’s remaining UNITED THERAPEUTICS (UTHR) option pool under the plan?

The Rule 10b5‑1 plan references up to 1,734,410 stock options that expire on March 17, 2027. The plan will continue until either those options are exercised or until December 31, 2026, whichever occurs first, guiding potential future option exercises and related share sales.