STOCK TITAN

UNITED THERAPEUTICS (UTHR) CEO exercises options, sells 9,500 shares under 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 and sold the resulting common shares under a pre-arranged Rule 10b5-1 trading plan. She exercised 9,500 stock options at an exercise price of $146.03 per share and received an equal number of common shares.

On the same date, she sold 9,500 common shares in multiple open-market transactions at prices generally between about $570.51 and $578.68 per share, leaving 50,013 common shares held directly. Additional common shares are held indirectly through various family trusts and by her spouse, as disclosed in the footnotes.

Positive

  • None.

Negative

  • None.

Insights

Rothblatt exercised options and sold the resulting shares under a pre-set 10b5-1 plan.

The filing shows Martine Rothblatt exercising 9,500 stock options at an exercise price of $146.03 to acquire common shares, then selling 9,500 shares in multiple open-market trades around the mid-$570 range. This is a classic exercise-and-sell pattern.

A key detail is the footnote stating these transactions were executed under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which will continue until a specified option pool is exercised or until December 31, 2026. Such plans are put in place in advance, so the timing of sales is more mechanical than discretionary.

After the transactions, Rothblatt directly holds 50,013 common shares, and additional shares are held indirectly via family trusts and her spouse, reflecting a substantial ongoing equity stake. The filing also notes many of the sales were executed in multiple trades within narrow price ranges, underscoring orderly, programmatic execution rather than a single block sale.

Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 9,500 shs ($5.46M)
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 $568.69 $23K
Sale Common Stock 376 $571.0376 $215K
Sale Common Stock 560 $572.0355 $320K
Sale Common Stock 744 $572.9019 $426K
Sale Common Stock 3,283 $574.2066 $1.89M
Sale Common Stock 2,922 $575.0168 $1.68M
Sale Common Stock 983 $575.9807 $566K
Sale Common Stock 232 $576.876 $134K
Sale Common Stock 360 $578.2933 $208K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option — 230,910 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. 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 $570.51 to $571.41. 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. This transaction was executed in multiple trades at prices ranging from $571.51 to $572.43. 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 $572.56 to $573.41. 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. This transaction was executed in multiple trades at prices ranging from $573.63 to $574.59. 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 $574.63 to $575.61. 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 $575.63 to $576.62. 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 $576.66 to $577.18. 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 $577.73 to $578.68. 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 Stock options exercised into common stock on May 14, 2026
Option exercise price $146.03 per share Exercise price of stock options converted on May 14, 2026
Shares sold 9,500 shares Total common shares sold in open-market trades
Sale price range $570.51–$578.68 per share Price ranges for multiple trades as disclosed in footnotes
Direct holdings after transactions 50,013 shares Common shares held directly by Rothblatt after May 14, 2026
Indirect trust holding example 324,443 shares Common shares held in a family trust with Rothblatt-related control
Indirect spouse holding 166 shares Common shares held by spouse, reported as indirect ownership
10b5-1 plan horizon Until Dec 31, 2026 Plan ends earlier of full option exercise or Dec 31, 2026
Rule 10b5-1 trading plan regulatory
"This 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 to a pre-arranged 10b5-1 trading plan"
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.
family trusts financial
"Shares held in family trusts as to which the Reporting Person shares investment power"
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.
exercise or conversion of derivative security financial
"Exercise or conversion of derivative security"
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)
05/14/2026
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 Stock05/14/2026M(1)9,500A$146.0350,013D
Common Stock05/14/2026S(1)40D$568.6949,973D
Common Stock05/14/2026S(1)376D$571.0376(2)49,597D
Common Stock05/14/2026S(1)560D$572.0355(3)49,037D
Common Stock05/14/2026S(1)744D$572.9019(4)48,293D
Common Stock05/14/2026S(1)3,283D$574.2066(5)45,010D
Common Stock05/14/2026S(1)2,922D$575.0168(6)42,088D
Common Stock05/14/2026S(1)983D$575.9807(7)41,105D
Common Stock05/14/2026S(1)232D$576.876(8)40,873D
Common Stock05/14/2026S(1)360D$578.2933(9)40,513D
Common Stock166Iby Spouse
Common Stock324,443Iby Trust(10)
Common Stock258,117Iby Trust(11)
Common Stock45,596Iby Trust(12)
Common Stock10,962Iby Trust(13)
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$146.0305/14/2026M(1)9,50003/15/202003/15/2027Common Stock9,500$0.00230,910D
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 $570.51 to $571.41. 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.
3. This transaction was executed in multiple trades at prices ranging from $571.51 to $572.43. 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 $572.56 to $573.41. 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.
5. This transaction was executed in multiple trades at prices ranging from $573.63 to $574.59. 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 $574.63 to $575.61. 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 $575.63 to $576.62. 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 $576.66 to $577.18. 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 $577.73 to $578.68. 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. 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.
11. 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.
12. 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.
13. 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 Attorney05/15/2026
** 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 UTHR CEO Martine Rothblatt report in this Form 4?

She reported exercising 9,500 stock options at $146.03 per share and selling 9,500 common shares in multiple open-market trades around the mid-$570 range. These transactions were made under a pre-arranged Rule 10b5-1 trading plan.

How many UNITED THERAPEUTICS (UTHR) shares does Martine Rothblatt hold after these transactions?

After the reported trades, she directly holds 50,013 common shares. Additional common shares are held indirectly through various family trusts and by her spouse, as described in the footnotes, reflecting significant overall equity exposure to UNITED THERAPEUTICS.

Were Martine Rothblatt’s UTHR stock sales part of a Rule 10b5-1 plan?

Yes. The filing states the option exercise and resulting share sales were executed under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025. The plan continues until certain options are exercised or until December 31, 2026.

What prices did Martine Rothblatt receive for the UTHR shares she sold?

She sold 9,500 common shares in multiple trades at weighted-average prices around the mid-$570 level. Footnotes note individual trade ranges, including from $570.51 to $578.68 per share, with detailed trade data available on request.

What stock options did Martine Rothblatt exercise in this UTHR Form 4?

She exercised 9,500 stock options with an exercise price of $146.03 per share, converting them into common stock. The options relate to a larger pool that may be exercised under her ongoing Rule 10b5-1 trading plan before their expiration in March 2027.

How are Martine Rothblatt’s indirect UTHR holdings structured?

The filing shows common shares held in several family trusts, where she or her spouse act as trustee or share investment power, and 166 shares held by her spouse. These structures provide indirect ownership interests benefiting her and immediate family members.