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United Therapeutics (UTHR) CEO’s 10b5-1 plan drives 9,500-share option exercise and sale

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

Rhea-AI Filing Summary

United Therapeutics Corp Chairperson & CEO Martine A. Rothblatt reported option-related trades in company common stock. She exercised 9,500 stock options at an exercise price of $146.03 per share and related open-market sales covered the same number of shares, resulting in a net sale of 9,500 shares according to the filing summary.

The transactions were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 7, 2025, which is scheduled to continue until the earlier of exercising 1,734,410 stock options that expire on March 15, 2027 or December 31, 2026. After these transactions, Rothblatt directly holds 50,013 shares of common stock and 59,910 stock options, and also has additional indirect holdings through various family trusts and a spouse account.

Positive

  • None.

Negative

  • None.
Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 9,500 shs ($5.19M)
Type Security Shares Price Value
Exercise Stock Option 9,500 $0.00 --
Exercise Common Stock 9,500 $146.03 $1.39M
Sale Common Stock 600 $539.1234 $323K
Sale Common Stock 800 $540.1377 $432K
Sale Common Stock 852 $541.1608 $461K
Sale Common Stock 1,158 $542.2301 $628K
Sale Common Stock 824 $543.2644 $448K
Sale Common Stock 867 $544.3288 $472K
Sale Common Stock 914 $545.0953 $498K
Sale Common Stock 215 $546.1364 $117K
Sale Common Stock 385 $547.0925 $211K
Sale Common Stock 246 $548.6341 $135K
Sale Common Stock 508 $549.7009 $279K
Sale Common Stock 156 $550.5851 $86K
Sale Common Stock 90 $551.6017 $50K
Sale Common Stock 587 $553.6384 $325K
Sale Common Stock 933 $554.5624 $517K
Sale Common Stock 285 $555.2868 $158K
Sale Common Stock 80 $557.035 $45K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option — 59,910 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 15, 2027; or (b) December 31, 2026. This transaction was executed in multiple trades at prices ranging from $546.80 to $547.48. 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. This transaction was executed in multiple trades at prices ranging from $548.16 to $549.11. 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 $549.16 to $550.09. 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 $550.21 to $551.045. 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 $551.21 to $552.02. 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 $552.97 to $553.95. 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 $554.00 to $554.94. 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 $555.14 to $555.52. 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. This transaction was executed in multiple trades at prices ranging from $557.01 to $557.06. 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. 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. This transaction was executed in multiple trades at prices ranging from $538.58 to $539.51. 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'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 $539.69 to $540.67. 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 $540.72 to $541.71. 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 $541.72 to $542.71. 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 $542.72 to $543.65. 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 $543.74 to $544.73. 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. This transaction was executed in multiple trades at prices ranging from $544.76 to $545.74. 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 $545.80 to $546.72. 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 on June 10, 2026
Option exercise price $146.03 per share Exercise price for 9,500 stock options
Shares sold 9,500 shares Net common shares sold according to transaction summary
Direct common shares held 50,013 shares Direct common stock ownership following transactions
Remaining stock options 59,910 options Stock options outstanding after the 9,500-option exercise
Plan option capacity 1,734,410 stock options Maximum options referenced in Rule 10b5-1 plan, expiring March 15, 2027
Representative sale price $557.0350 per share One reported weighted average sale price for common stock
Representative sale price $539.1234 per share Another reported weighted average sale price for common stock
Rule 10b5-1 trading plan regulatory
"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
"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.
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"
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.
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.
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Form 4 Insider Transactions: What Each Field Means →
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)
06/10/2026		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 Stock06/10/2026M(1)9,500A$146.0350,013D
Common Stock06/10/2026S(1)600D$539.1234(2)49,413D
Common Stock06/10/2026S(1)800D$540.1377(3)48,613D
Common Stock06/10/2026S(1)852D$541.1608(4)47,761D
Common Stock06/10/2026S(1)1,158D$542.2301(5)46,603D
Common Stock06/10/2026S(1)824D$543.2644(6)45,779D
Common Stock06/10/2026S(1)867D$544.3288(7)44,912D
Common Stock06/10/2026S(1)914D$545.0953(8)43,998D
Common Stock06/10/2026S(1)215D$546.1364(9)43,783D
Common Stock06/10/2026S(1)385D$547.0925(10)43,398D
Common Stock06/10/2026S(1)246D$548.6341(11)43,152D
Common Stock06/10/2026S(1)508D$549.7009(12)42,644D
Common Stock06/10/2026S(1)156D$550.5851(13)42,488D
Common Stock06/10/2026S(1)90D$551.6017(14)42,398D
Common Stock06/10/2026S(1)587D$553.6384(15)41,811D
Common Stock06/10/2026S(1)933D$554.5624(16)40,878D
Common Stock06/10/2026S(1)285D$555.2868(17)40,593D
Common Stock06/10/2026S(1)80D$557.035(18)40,513D
Common Stock166Iby Spouse
Common Stock324,443Iby Trust(19)
Common Stock249,108Iby Trust(20)
Common Stock45,596Iby Trust(21)
Common Stock8,902Iby Trust(22)
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$146.0306/10/2026M(1)9,50003/15/202003/15/2027Common Stock9,500$0.0059,910D
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 15, 2027; or (b) December 31, 2026.
2. This transaction was executed in multiple trades at prices ranging from $538.58 to $539.51. 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 $539.69 to $540.67. 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 $540.72 to $541.71. 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 $541.72 to $542.71. 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 $542.72 to $543.65. 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 $543.74 to $544.73. 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.
8. This transaction was executed in multiple trades at prices ranging from $544.76 to $545.74. 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 $545.80 to $546.72. 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 $546.80 to $547.48. 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.
11. This transaction was executed in multiple trades at prices ranging from $548.16 to $549.11. 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 $549.16 to $550.09. 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 $550.21 to $551.045. 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 $551.21 to $552.02. 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. This transaction was executed in multiple trades at prices ranging from $552.97 to $553.95. 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.
16. This transaction was executed in multiple trades at prices ranging from $554.00 to $554.94. 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.
17. This transaction was executed in multiple trades at prices ranging from $555.14 to $555.52. 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.
18. This transaction was executed in multiple trades at prices ranging from $557.01 to $557.06. 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.
19. 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.
20. 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.
21. 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.
22. 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 Attorney06/11/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did UTHR CEO Martine Rothblatt report on this Form 4?

Martine Rothblatt reported exercising 9,500 stock options and corresponding open-market sales of 9,500 United Therapeutics common shares. The activity reflects an option exercise-and-sell pattern, rather than a simple open-market purchase or sale unconnected to derivatives.

At what price did the UTHR CEO exercise stock options and sell shares?

The CEO exercised 9,500 stock options at an exercise price of $146.03 per share. The related common stock sales occurred at various open-market prices, with individual reported weighted average prices generally around the mid-$540s to mid-$550s per share, according to the transaction table.

Was the United Therapeutics (UTHR) CEO’s stock sale pre-planned?

Yes. The filing states the option exercise and resulting share sales were made under a pre-arranged Rule 10b5-1 trading plan. This plan was adopted on November 7, 2025 and is designed to run until specified option exercises are completed or until December 31, 2026.

How many United Therapeutics shares does the CEO hold after these transactions?

After these transactions, Martine Rothblatt directly holds 50,013 shares of United Therapeutics common stock. She also has 59,910 stock options outstanding and additional indirect ownership through family trusts and a spouse account, as detailed in the filing’s ownership sections.

What stock options remain for the UTHR CEO after exercising 9,500 options?

The derivative summary shows 59,910 stock options remain after this 9,500-option exercise. A footnote adds that the Rule 10b5-1 plan contemplates up to 1,734,410 stock options expiring on March 15, 2027, which may be exercised before that expiration or December 31, 2026.

How are the UTHR CEO’s indirect holdings structured according to the Form 4?

Indirect holdings are reported through several family trusts and a spouse account. Examples include 8,902, 45,596, 249,108 and 324,443 United Therapeutics common shares held by various family trusts, plus 166 shares held by the spouse, reflecting shared or spouse-level investment authority.