STOCK TITAN

UNITED THERAPEUTICS (UTHR) CEO sells 9,500 shares after option exercise 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 9,500 stock options at an exercise price of $146.03 per share and sold 9,500 common shares in multiple open‑market trades at weighted average prices around $575–$584. These transactions were made under a pre‑arranged Rule 10b5‑1 trading plan adopted on November 7, 2025.

After the transactions, Rothblatt holds 40,513 common shares directly, additional shares indirectly through family trusts and a spouse, and 240,410 stock options expiring on March 17, 2027.

Positive

  • None.

Negative

  • None.

Insights

CEO executes pre‑planned option exercise and matching share sale.

Martine Rothblatt exercised 9,500 stock options at $146.03 and sold the resulting 9,500 shares in several open‑market trades between about $574.98 and $584.16. The filing classifies these as open‑market sales.

A footnote states the exercise and sale were conducted under a pre‑arranged Rule 10b5‑1 trading plan adopted on November 7, 2025, which reduces the informational value of the timing. Following these trades, Rothblatt still holds 40,513 shares directly and 240,410 stock options expiring on March 17, 2027, along with substantial indirect holdings via family trusts.

Given the pre‑planned nature and the remaining equity exposure, this looks like routine liquidity management rather than a clear directional signal. Future company filings may provide additional context on any further option exercises under the same 10b5‑1 plan.

Insider ROTHBLATT MARTINE A
Role Chairperson & CEO
Sold 9,500 shs ($5.50M)
Type Security Shares Price Value
Exercise Stock Option 9,500 $0.00 --
Exercise Common Stock 9,500 $146.03 $1.39M
Sale Common Stock 1,378 $575.402 $793K
Sale Common Stock 624 $576.3398 $360K
Sale Common Stock 1,567 $577.5808 $905K
Sale Common Stock 1,874 $578.6347 $1.08M
Sale Common Stock 1,752 $579.5786 $1.02M
Sale Common Stock 1,494 $580.5049 $867K
Sale Common Stock 371 $581.5174 $216K
Sale Common Stock 80 $582.315 $47K
Sale Common Stock 360 $583.81 $210K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option — 240,410 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 $583.37 to $584.16. 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 $574.98 to $575.89. 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 $576.01 to $576.98. 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 $577.02 to $578.01. 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 $578.08 to $579.03. 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 $579.09 to $580.08. 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 $580.09 to $580.99. 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 $581.14 to $581.76. 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 $582.31 to $582.32. 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 sold 9,500 shares Common stock sold in open-market trades on May 13, 2026
Option exercise size 9,500 options Stock options exercised into common shares on May 13, 2026
Option exercise price $146.03/share Exercise price for 9,500 stock options
Sale price range $574.98–$584.16 Ranges from multiple trades as disclosed in footnotes
Direct shares after transactions 40,513 shares Direct common stock ownership following reported trades
Remaining stock options 240,410 options Stock options outstanding after the 9,500-option exercise
Large family trust holding 324,443 shares Indirect holdings in a family trust by the reporting person
Rule 10b5-1 trading plan financial
"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.
stock options financial
"exercise of 1,734,410 stock options, all of which expire on March 17, 2027"
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"
open market or private transaction financial
"Sale in open market or private transaction"
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)
05/13/2026
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 Stock05/13/2026M(1)9,500A$146.0350,013D
Common Stock05/13/2026S(1)1,378D$575.402(2)48,635D
Common Stock05/13/2026S(1)624D$576.3398(3)48,011D
Common Stock05/13/2026S(1)1,567D$577.5808(4)46,444D
Common Stock05/13/2026S(1)1,874D$578.6347(5)44,570D
Common Stock05/13/2026S(1)1,752D$579.5786(6)42,818D
Common Stock05/13/2026S(1)1,494D$580.5049(7)41,324D
Common Stock05/13/2026S(1)371D$581.5174(8)40,953D
Common Stock05/13/2026S(1)80D$582.315(9)40,873D
Common Stock05/13/2026S(1)360D$583.81(10)40,513D
Common Stock166Iby Spouse
Common Stock324,443Iby Trust(11)
Common Stock258,117Iby Trust(12)
Common Stock45,596Iby Trust(13)
Common Stock10,962Iby Trust(14)
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$146.0305/13/2026M(1)9,50003/15/202003/15/2027Common Stock9,500$0.00240,410D
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 $574.98 to $575.89. 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.
3. This transaction was executed in multiple trades at prices ranging from $576.01 to $576.98. 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 $577.02 to $578.01. 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 $578.08 to $579.03. 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 $579.09 to $580.08. 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 $580.09 to $580.99. 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 $581.14 to $581.76. 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 $582.31 to $582.32. 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 $583.37 to $584.16. 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. 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.
12. 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.
13. 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.
14. 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 Attorney05/14/2026
** 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 insider transactions did UTHR CEO Martine Rothblatt report on this Form 4?

Martine Rothblatt reported exercising 9,500 stock options at $146.03 per share and selling 9,500 common shares in multiple open‑market trades at weighted average prices around $575–$584. The transactions involved UNITED THERAPEUTICS Corp common stock.

Was the UTHR CEO’s stock sale part of a Rule 10b5-1 trading 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. Such plans schedule trades in advance, reducing discretion over timing.

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

After the reported trades, Martine Rothblatt holds 40,513 UNITED THERAPEUTICS common shares directly. She also has indirect holdings through family trusts and a spouse, plus 240,410 stock options that remain outstanding following this exercise.

What stock options did the UTHR CEO exercise in this Form 4 filing?

The CEO exercised 9,500 stock options with an exercise price of $146.03 per share. These options relate to UNITED THERAPEUTICS common stock and form part of a larger option position that expires on March 17, 2027.

How many stock options remain for the UTHR CEO after this exercise?

Following the exercise of 9,500 options, the filing shows 240,410 stock options remaining. These options are tied to UNITED THERAPEUTICS common stock and carry an expiration date of March 17, 2027, according to the transaction data.

Does the Form 4 show indirect UNITED THERAPEUTICS holdings for the UTHR CEO?

Yes. The filing lists several indirect holdings, including family trusts and shares held by the CEO’s spouse. Individual entries show positions such as 324,443 shares and 258,117 shares held by trusts, reflecting sizable indirect ownership.