SEC Form 4 · accession 0001106578-26-000134
UNITED THERAPEUTICS Corp · UTHR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Martine A Rothblatt
Officer — Chairperson & CEO · Director
Period of report
Sep 2, 2026
Accepted (ET)
Sep 3, 2026 · 4:31 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001082554
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Sep 2, 2026 | M | 9,500 | $135.42 | A | 333,943 | I | by Trust |
| Common StockF3,F2 | Sep 2, 2026 | S | 120 | $477.697 | D | 333,823 | I | by Trust |
| Common StockF4,F2 | Sep 2, 2026 | S | 160 | $478.8475 | D | 333,663 | I | by Trust |
| Common StockF5,F2 | Sep 2, 2026 | S | 160 | $479.8875 | D | 333,503 | I | by Trust |
| Common StockF6,F2 | Sep 2, 2026 | S | 80 | $482.61 | D | 333,423 | I | by Trust |
| Common StockF7,F2 | Sep 2, 2026 | S | 120 | $485.1213 | D | 333,303 | I | by Trust |
| Common StockF8,F2 | Sep 2, 2026 | S | 160 | $486.3178 | D | 333,143 | I | by Trust |
| Common StockF9,F2 | Sep 2, 2026 | S | 240 | $489.0556 | D | 332,903 | I | by Trust |
| Common StockF10,F2 | Sep 2, 2026 | S | 560 | $490.1905 | D | 332,343 | I | by Trust |
| Common StockF11,F2 | Sep 2, 2026 | S | 1,833 | $491.3824 | D | 330,510 | I | by Trust |
| Common StockF12,F2 | Sep 2, 2026 | S | 2,067 | $492.2533 | D | 328,443 | I | by Trust |
| Common StockF13,F2 | Sep 2, 2026 | S | 520 | $493.5925 | D | 327,923 | I | by Trust |
| Common StockF14,F2 | Sep 2, 2026 | S | 520 | $494.3292 | D | 327,403 | I | by Trust |
| Common StockF15,F2 | Sep 2, 2026 | S | 423 | $495.954 | D | 326,980 | I | by Trust |
| Common StockF16,F2 | Sep 2, 2026 | S | 777 | $496.9477 | D | 326,203 | I | by Trust |
| Common StockF17,F2 | Sep 2, 2026 | S | 364 | $498.2062 | D | 325,839 | I | by Trust |
| Common StockF18,F2 | Sep 2, 2026 | S | 542 | $498.9721 | D | 325,297 | I | by Trust |
| Common StockF19,F2 | Sep 2, 2026 | S | 54 | $500.2185 | D | 325,243 | I | by Trust |
| Common StockF20,F2 | Sep 2, 2026 | S | 160 | $501.0625 | D | 325,083 | I | by Trust |
| Common StockF2 | Sep 2, 2026 | S | 120 | $502.01 | D | 324,963 | I | by Trust |
| Common StockF21,F2 | Sep 2, 2026 | S | 200 | $504.148 | D | 324,763 | I | by Trust |
| Common StockF2 | Sep 2, 2026 | S | 40 | $505.20 | D | 324,723 | I | by Trust |
| Common StockF2 | Sep 2, 2026 | S | 40 | $506.27 | D | 324,683 | I | by Trust |
| Common StockF22,F2 | Sep 2, 2026 | S | 80 | $508.36 | D | 324,603 | I | by Trust |
| Common StockF2 | Sep 2, 2026 | S | 160 | $510.05 | D | 324,443 | I | by Trust |
| Common Stock | holding | — | — | — | 40,513 | D | ||
| Common Stock | holding | — | — | — | 166 | I | by Spouse | |
| Common StockF23 | holding | — | — | — | 249,108 | I | by Trust | |
| Common StockF24 | holding | — | — | — | 45,596 | I | by Trust | |
| Common StockF25 | holding | — | — | — | 8,902 | I | by Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF26 | $135.42 | Sep 2, 2026 | M | 9,500 | D | Mar 15, 2023 | Mar 15, 2027 | Common Stock | 9,500 | 8,910 | I |
Explanation of responses
- F1This 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.
- F10This transaction was executed in multiple trades at prices ranging from $489.78 to $490.71. 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.
- F11This transaction was executed in multiple trades at prices ranging from $490.82 to $491.81. 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.
- F12This transaction was executed in multiple trades at prices ranging from $491.86 to $492.83. 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.
- F13This transaction was executed in multiple trades at prices ranging from $493.01 to $494.00. 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.
- F14This transaction was executed in multiple trades at prices ranging from $494.04 to $494.70. 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.
- F15This transaction was executed in multiple trades at prices ranging from $495.45 to $496.37. 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.
- F16This transaction was executed in multiple trades at prices ranging from $496.54 to $497.44. 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.
- F17This transaction was executed in multiple trades at prices ranging from $497.61 to $498.60. 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.
- F18This transaction was executed in multiple trades at prices ranging from $498.62 to $499.50. 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.
- F19This transaction was executed in multiple trades at prices ranging from $499.70 to $500.40. 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.
- F2Shares held in family trusts as to which the Reporting Person shares investment power and the Reporting Person and/or immediate family members are beneficiaries.
- F20This transaction was executed in multiple trades at prices ranging from $500.77 to $501.30. 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.
- F21This transaction was executed in multiple trades at prices ranging from $503.53 to $504.44. 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.
- F22This transaction was executed in multiple trades at prices ranging from $508.35 to $508.37. 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.
- F23Shares 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.
- F24Shares 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.
- F25Shares 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.
- F26Stock 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.
- F3This transaction was executed in multiple trades at prices ranging from $477.13 to $477.98. 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.
- F4This transaction was executed in multiple trades at prices ranging from $478.46 to $479.19. 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.
- F5This transaction was executed in multiple trades at prices ranging from $479.60 to $480.20. 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.
- F6This transaction was executed in multiple trades at prices ranging from $482.16 to $483.06. 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.
- F7This transaction was executed in multiple trades at prices ranging from $484.78 to $485.46. 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.
- F8This transaction was executed in multiple trades at prices ranging from $485.98 to $486.72. 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.
- F9This transaction was executed in multiple trades at prices ranging from $488.77 to $489.40. 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.