Form 4: Rhythm Pharmaceuticals Chief HR Officer Executes and Sells Shares Under Pre-Planned Trading Program

Pamela J. Cramer, Chief Human Resources Officer at Rhythm Pharmaceuticals, executed stock options and simultaneously sold an equivalent number of common shares on July 9, 2025, under a Rule 10b5-1 trading plan.

Summary

• Pamela J. Cramer, Chief Human Resources Officer of Rhythm Pharmaceuticals, Inc. (RYTM), engaged in multiple transactions on July 9, 2025.
• Cramer exercised stock options to acquire 10,547 shares of common stock at an exercise price of $6.80 per share. These options were granted on February 9, 2022, and vest in 16 substantially equal quarterly installments.
• Cramer also exercised stock options to acquire 5,025 shares of common stock at an exercise price of $27.35 per share. These options were granted on February 1, 2023, and vest in 16 substantially equal quarterly installments.
• Concurrently, Cramer sold a total of 15,572 shares of common stock in three separate transactions.
• The sales included 4,225 shares at a weighted average price of $75.5544 (ranging from $75.08 to $75.98), 7,831 shares at a weighted average price of $76.6907 (ranging from $76.17 to $76.75), and 3,516 shares at a price of $80.00.
• All reported transactions were executed pursuant to a Rule 10b5-1 trading plan adopted by Cramer on December 16, 2024.
• Following these transactions, Cramer's direct beneficial ownership of common stock is 19,209 shares.

Sentiment

Score: 5

Explanation: Neutral. While an executive selling shares might be seen as slightly negative, the fact that these sales were pre-planned under a Rule 10b5-1 plan mitigates concerns about opportunistic selling based on undisclosed negative information. It's a common practice for executives to manage their compensation and liquidity.

Positives

• The transactions were conducted under a pre-established Rule 10b5-1 trading plan, indicating planned activity rather than a reaction to new, undisclosed information.
• The exercise of options indicates the options were in-the-money, allowing the executive to realize gains.

Negatives

• The executive sold all shares acquired through option exercises, which could be interpreted as not increasing their direct equity stake in the company.

Future Outlook

NA

Industry Context

This Form 4 filing details an individual executive's stock transactions and does not provide broader industry context or trends for the biotechnology or pharmaceutical sector.

Related Party Transactions

• The transactions involve an executive (Pamela J. Cramer) of Rhythm Pharmaceuticals, Inc. exercising stock options and selling shares, which are by definition related party transactions as they involve an insider of the company.

Stakeholder Impact

• Shareholders: The sale of shares by an executive, even if pre-planned, could be interpreted by some as a lack of increased confidence, though it's a common liquidity event for compensation. The total shares beneficially owned by the executive decreased from the peak during the transactions, but the net effect of the reported transactions is a sale of shares acquired from options. The final beneficial ownership is 19,209 shares.

Key Dates

Keywords

Rhythm Pharmaceuticals, RYTM, SEC Form 4, Insider Trading, Stock Options, Share Sale, Executive Compensation, Pamela J. Cramer, Rule 10b5-1, Biotechnology, Pharmaceuticals