United Therapeutics (UTHR) COO sells shares in 10b5-1 trading plan

Rhea-AI Filing Summary

United Therapeutics Corporation President and COO Michael Benkowitz reported option exercises and related share sales in United Therapeutics (UTHR) on January 12, 2026.

Trusts associated with him exercised 14,625 stock options at $117.76 per share and 7,875 stock options at $146.03 per share, then sold the same numbers of common shares at $479.5056 per share. These transactions were carried out under a Rule 10b5-1 trading plan entered into on June 3, 2025.

After these trades, one trust held 82,500 stock options and another held 44,440 stock options, and Benkowitz also held 2,648 shares of common stock directly. The filing notes that one trust is co‑managed by him and his spouse, while another is managed solely by him for the benefit of family members.

SEC Form 4

FORM 4

UNITED 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

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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^*

BENKOWITZ MICHAEL

(Last) (First) (Middle)

C/O UNITED THERAPEUTICS CORPORATION

1000 SPRING STREET

(Street)

SILVER SPRING MD 20910

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNITED THERAPEUTICS Corp [ UTHR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	PRESIDENT AND COO

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/12/2026		M(1)		14,625	A	$117.76	14,625	I	by Trust(2)
Common Stock	01/12/2026		S(1)		14,625	D	$479.5056	0.00	I	by Trust(2)
Common Stock	01/12/2026		M(1)		7,875	A	$146.03	7,875	I	by Trust(3)
Common Stock	01/12/2026		S(1)		7,875	D	$479.5056	0.00	I	by Trust(3)
Common Stock								2,648	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	$117.76	01/12/2026		M(1)			14,625	03/15/2020	03/15/2027	Common Stock	14,625	$0.00	82,500	I	by Trust(2)
Stock Options	$146.03	01/12/2026		M(1)			7,875	03/15/2020	03/15/2027	Common Stock	7,875	$0.00	44,440	I	by Trust(3)

Explanation of Responses:

1. This exercise of stock options and subsequent sale of shares was pursuant to a Rule 10b5-1 trading plan entered into by the reporting person on June 3, 2025.

2. Reflects the exercise of options, and sale of the resulting shares of common stock, held in a trust beneficially owned by the Reporting Person, of which the Reporting Person is a beneficiary, and as to which the Reporting Person and his spouse are co-trustees and have shared investment and voting power.

3. Reflects the exercise of options, and sale of the resulting shares of common stock, held in a trust beneficially owned by the Reporting Person, of which the Reporting Person's family members are beneficiaries, and as to which the Reporting Person has sole investment and voting power.

Remarks:

	/s/ John S. Hess, Jr. under Power of Attorney	01/13/2026
	** Signature of Reporting Person	Date
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.
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FAQ

What insider transaction did UTHR President and COO Michael Benkowitz report?

Michael Benkowitz reported that trusts associated with him exercised stock options and sold the resulting United Therapeutics common shares on January 12, 2026. The filing shows matched exercises and sales from two option grants held in trusts.

How many United Therapeutics (UTHR) options did the trusts exercise and at what prices?

One trust exercised 14,625 stock options at $117.76 per share, and another trust exercised 7,875 stock options at $146.03 per share. Each option converted into one share of United Therapeutics common stock.

At what price were the United Therapeutics shares sold in this Form 4 filing?

The resulting United Therapeutics common shares were sold at $479.5056 per share. One trust sold 14,625 shares, and another trust sold 7,875 shares, fully offsetting the shares received from the option exercises.

Was the UTHR insider transaction made under a Rule 10b5-1 trading plan?

Yes. The Form 4 states that the exercise of stock options and subsequent sale of shares were conducted pursuant to a Rule 10b5-1 trading plan entered into by the reporting person on June 3, 2025.

How many United Therapeutics stock options does Michael Benkowitz still beneficially own through trusts?

After the reported transactions, one trust beneficially owned 82,500 stock options and another trust beneficially owned 44,440 stock options, each relating to United Therapeutics common stock as disclosed in the filing.

How many United Therapeutics (UTHR) shares does the insider hold directly after these trades?

The Form 4 reports a direct holding of 2,648 shares of United Therapeutics common stock by Michael Benkowitz following the reported transactions. The other activities occurred in trusts reported as indirect ownership.

What do the trusts in this UTHR Form 4 filing represent?

One trust is beneficially owned by the reporting person, with him and his spouse as co‑trustees sharing investment and voting power. Another trust is beneficially owned for his family members, with the reporting person having sole investment and voting power, as described in the footnotes.