United Therapeutics (UTHR) CEO sells 9,500 shares under 10b5-1 plan
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
United Therapeutics Corp Chairperson & CEO Martine Rothblatt reported a pre-planned option exercise and share sales. On June 24, 2026, she exercised stock options to acquire 9,500 shares of common stock at an exercise price of $135.4200 per share and sold 9,500 shares in multiple open-market transactions.
The sales, coded "S," occurred at weighted-average prices between roughly $545.46 and $553.48, as detailed in the footnotes. A footnote states these transactions were carried out under a pre-arranged 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 on March 15, 2027 or December 31, 2026. Separate entries show additional indirect holdings and stock options held through family trusts and by a spouse.
Positive
- None.
Negative
- None.
Insights
Pre-planned CEO option exercise and matched sale of 9,500 shares, with large options position remaining.
Martine Rothblatt executed a classic exercise-and-sell pattern: she exercised stock options for 9,500 shares at an exercise price of $135.4200 and sold the same number of shares in open-market trades around the mid-$540s–$550s. The filing’s transaction summary shows 9,500 shares sold and 9,500 shares exercised, resulting in a net share change of zero from this sequence.
A key footnote explains the exercise and related sales were completed under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025. Such plans are set up in advance, so the timing of trades is less informative about management’s near-term view of the stock. Another footnote notes the plan may continue until December 31, 2026 or until up to 1,734,410 stock options, all expiring on March 15, 2027, are exercised.
The derivative summary shows a substantial remaining options position: a family trust holds stock options tied to 349,192 underlying common shares at an exercise price of $135.4200, expiring on March 15, 2027. Additional common stock is held indirectly in family trusts and by a spouse, reflecting broader long-term exposure. Overall, this looks like a routine, pre-planned liquidity event rather than a thesis-changing move.
Insider Trade Summary 10b5-1
Net Seller: 9,500 shares ($5,212,520)
Net Sell
16 txns
Insider
ROTHBLATT MARTINE A
Role
Chairperson & CEO
Sold
9,500 shs ($5.21M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option | 9,500 | $0.00 | -- |
| Exercise | Common Stock | 9,500 | $135.42 | $1.29M |
| Sale | Common Stock | 760 | $545.9257 | $415K |
| Sale | Common Stock | 2,234 | $547.0327 | $1.22M |
| Sale | Common Stock | 2,086 | $548.0059 | $1.14M |
| Sale | Common Stock | 1,300 | $548.7416 | $713K |
| Sale | Common Stock | 1,357 | $550.0559 | $746K |
| Sale | Common Stock | 1,003 | $551.0289 | $553K |
| Sale | Common Stock | 360 | $551.7639 | $199K |
| Sale | Common Stock | 400 | $553.2448 | $221K |
| holding | Stock Option | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Stock Option — 125,218 shares (Direct, null);
Common Stock — 50,013 shares (Direct, null);
Stock Option — 349,192 shares (Indirect, by Trust);
Common Stock — 166 shares (Indirect, by Spouse)
Footnotes (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. 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. 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. This transaction was executed in multiple trades at prices ranging from $545.46 to $546.44. 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. This transaction was executed in multiple trades at prices ranging from $546.46 to $547.43. 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 $547.46 to $548.43. 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 $548.50 to $549.20. 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 $549.51 to $550.47. 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 $550.51 to $551.42. 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 $551.59 to $552.17. 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 $552.88 to $553.48. 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.
Key Figures
Shares sold: 9,500 shares
Options exercised: 9,500 shares
Option exercise price: $135.4200 per share
+5 more
8 metrics
Shares sold
9,500 shares
Total common shares sold in S-code transactions on June 24, 2026
Options exercised
9,500 shares
Common shares acquired via option exercise (M-code) on June 24, 2026
Option exercise price
<money>$135.4200</money> per share
Strike price on exercised stock options for 9,500 underlying shares
Sale price range
<money>$545.46–$553.48</money>
Weighted-average price ranges for open-market sales per footnotes
10b5-1 plan option cap
1,734,410 stock options
Maximum options to be exercised under plan expiring March 15, 2027
Remaining trust options
349,192 underlying shares
Stock options held indirectly in a family trust at $135.4200 strike
10b5-1 plan end date
December 31, 2026
Latest possible termination date of pre-arranged trading plan
Option expiration
March 15, 2027
Expiration date for relevant stock options referenced in footnote
Key Terms
Rule 10b5-1 trading plan, stock options, family trusts, weighted average price, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"This exercise of stock options and sale ... was pursuant to a pre-arranged 10b5-1 trading plan adopted..."
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..."
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.
beneficiaries financial
"Stock options held in a family trust as to which the Reporting Person shares investment power and ... 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.
FAQ
What insider transactions did UTHR CEO Martine Rothblatt report on June 24, 2026?
She exercised stock options for 9,500 United Therapeutics shares and sold 9,500 shares of common stock in multiple open-market trades, all on June 24, 2026, according to the Form 4 transaction data and summary fields.
Was the June 24, 2026 UTHR insider sale under a Rule 10b5-1 plan?
Yes. A footnote states the stock option exercise and related share sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which reduces the significance of trade timing as an indicator of the CEO’s short-term outlook.
How many United Therapeutics stock options remain outstanding in the family trust?
The derivative summary shows a family trust holding stock options linked to 349,192 underlying UTHR common shares at an exercise price of $135.4200 per share, with an expiration date of March 15, 2027, indicating a sizable remaining derivative position after this filing’s transactions.
What are the key terms of the CEO’s 10b5-1 trading plan mentioned in the UTHR Form 4?
The footnote explains the 10b5-1 plan will continue until the earlier of exercising 1,734,410 stock options—all expiring on March 15, 2027—or December 31, 2026, setting clear boundaries for future pre-planned option exercises and related sales.
Does the UTHR Form 4 show indirect holdings by Martine Rothblatt’s family trusts or spouse?
Yes. Several entries list common stock and stock options held by trust or by spouse, and footnotes describe family trusts where the reporting person or spouse has investment power and immediate family members, including the CEO, are beneficiaries.