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United Therapeutics (UTHR) CEO exercises options, sells 9,500 shares

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

UNITED THERAPEUTICS Corp (UTHR) reported insider activity by Chairperson & CEO Martine A. Rothblatt involving option exercises and related sales executed through family trusts. A family trust exercised 9,500 stock options at an exercise price of $135.42 per share, converting them into 9,500 shares of common stock held indirectly.

On the same date, the trust sold a total of 9,500 common shares in multiple open-market transactions at weighted average prices ranging from about $501.06 to $508.17 per share. These trades were made 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 March 15, 2027, or December 31, 2026. Following the derivative transaction, a family trust continues to hold 122,910 stock options, while reported common stock holdings include 40,513 shares held directly by Rothblatt and 166 shares held indirectly by a spouse, plus additional indirect trust holdings.

Positive

  • None.

Negative

  • None.
Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 9,500 shs ($4.81M)
Approx. gross sale proceeds $4.81M
Approx. exercise cost $1.29M
Approx. pre-tax spread $3.53M
Type Security Shares Price Value
Exercise Stock Option F1, F13 9,500 $0.00 $0.00
Exercise Common Stock F1, F2 9,500 $135.42 $1.29M
Sale Common Stock F1, F3, F2 213 $501.0617 $107K
Sale Common Stock F1, F4, F2 427 $502.1812 $214K
Sale Common Stock F1, F5, F2 120 $504.2066 $61K
Sale Common Stock F1, F6, F2 1,238 $505.3615 $626K
Sale Common Stock F1, F7, F2 2,521 $506.3508 $1.28M
Sale Common Stock F1, F8, F2 3,298 $507.4299 $1.67M
Sale Common Stock F1, F9, F2 1,683 $508.1725 $855K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock F10 -- -- --
holding Common Stock F11 -- -- --
holding Common Stock F12 -- -- --
Holdings After Transaction: Stock Option — 122,910 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 (13)
  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 is sole trustee and sole beneficiary or co-trustee and settlor with power to revoke.
  3. F11. 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.
  4. F12. 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.
  5. F13. 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.
  6. 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.
  7. F3. This transaction was executed in multiple trades at prices ranging from $500.63 to $501.45. 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.
  8. F4. This transaction was executed in multiple trades at prices ranging from $501.66 to $502.27. 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. F5. This transaction was executed in multiple trades at prices ranging from $503.57 to $504.56. 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. F6. This transaction was executed in multiple trades at prices ranging from $504.79 to $505.785. 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. F7. This transaction was executed in multiple trades at prices ranging from $505.82 to $506.80. 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. F8. This transaction was executed in multiple trades at prices ranging from $506.82 to $507.815. 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. F9. This transaction was executed in multiple trades at prices ranging from $507.82 to $508.69. 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 by family trust on 2026-08-17
Option exercise price $135.42 per share Exercise price of stock options converted into common stock
Shares sold 9,500 shares Total UTHR common shares sold in multiple trades on 2026-08-17
Sale prices range $500.63–$508.69 per share Weighted-average transaction ranges from related sale footnotes F3–F9
Options remaining in trust 122,910 options Stock options held in a family trust after the reported exercise
Direct common stock holdings 40,513 shares Common stock held directly by Martine A. Rothblatt after transactions
Spouse-held shares 166 shares Common stock held indirectly by spouse
10b5-1 plan option pool 1,734,410 options Maximum stock options to be exercised under current 10b5-1 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.
exercise of stock options financial
"This exercise of stock options and sale of the resulting shares of common stock"
family trusts financial
"Shares held in family trusts as to which the Reporting Person's spouse is sole trustee"
investment power financial
"Shares held in family trusts as to which the Reporting Person shares investment power"

FAQ

What insider transactions did UTHR CEO Martine Rothblatt report on August 17, 2026?

Rothblatt reported exercising 9,500 stock options at $135.42 per share through a family trust and selling 9,500 common shares in multiple open-market trades at weighted average prices between about $501 and $508 per share.

Were Martine Rothblatt’s UTHR stock transactions under a Rule 10b5-1 plan?

Yes. The option exercise and related sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which remains in effect until certain option exercises are completed or until December 31, 2026.

How many United Therapeutics (UTHR) shares did Martine Rothblatt sell in this Form 4?

A family trust associated with Rothblatt sold a total of 9,500 common shares of UTHR in several open-market transactions on August 17, 2026, at weighted average prices ranging from approximately $501.06 to $508.17 per share.

What UTHR stock options did Martine Rothblatt exercise in this filing?

A family trust exercised 9,500 stock options for UTHR common stock at an exercise price of $135.42 per share. These options were part of a larger pool that, according to the plan terms, all expire on March 15, 2027.

What are Martine Rothblatt’s reported UTHR share holdings after these transactions?

Reported holdings include 40,513 common shares held directly and 166 common shares held indirectly through a spouse, along with additional indirect holdings through family trusts and 122,910 stock options held in a family trust after the reported exercise.

How many UTHR stock options are covered by Martine Rothblatt’s current 10b5-1 plan?

The Rule 10b5-1 trading plan will continue until the earlier of the exercise of 1,734,410 stock options, all expiring on March 15, 2027, or December 31, 2026, according to the footnote disclosure.

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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)
08/17/2026
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 Stock08/17/2026M(1)9,500A$135.42333,943Iby Trust(2)
Common Stock08/17/2026S(1)213D$501.0617(3)333,730Iby Trust(2)
Common Stock08/17/2026S(1)427D$502.1812(4)333,303Iby Trust(2)
Common Stock08/17/2026S(1)120D$504.2066(5)333,183Iby Trust(2)
Common Stock08/17/2026S(1)1,238D$505.3615(6)331,945Iby Trust(2)
Common Stock08/17/2026S(1)2,521D$506.3508(7)329,424Iby Trust(2)
Common Stock08/17/2026S(1)3,298D$507.4299(8)326,126Iby Trust(2)
Common Stock08/17/2026S(1)1,683D$508.1725(9)324,443Iby Trust(2)
Common Stock40,513D
Common Stock166Iby Spouse
Common Stock249,108Iby Trust(10)
Common Stock45,596Iby Trust(11)
Common Stock8,902Iby Trust(12)
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$135.4208/17/2026M(1)9,50003/15/202303/15/2027Common Stock9,500$0.00122,910Iby Trust(13)
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 $500.63 to $501.45. 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 $501.66 to $502.27. 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 $503.57 to $504.56. 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 $504.79 to $505.785. 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 $505.82 to $506.80. 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 $506.82 to $507.815. 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 $507.82 to $508.69. 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's spouse is sole trustee and sole beneficiary or co-trustee and settlor with power to revoke.
11. 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.
12. 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.
13. 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 Attorney08/18/2026
** 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)