Form 4: UTHR President & COO Exercises Options, Sells Shares

United Therapeutics Corp's President and COO, Michael Benkowitz, exercised stock options and sold a portion of the resulting common stock through pre-arranged trading plans.

Summary

• Michael Benkowitz, President and COO of United Therapeutics Corp (UTHR), engaged in multiple transactions on September 8 and September 9, 2025.
• These transactions were executed under a Rule 10b5-1 trading plan established on June 3, 2025.
• On September 8, 2025, Benkowitz exercised options to acquire 3,250 shares of common stock at an exercise price of $135.42 and simultaneously sold all 3,250 shares at weighted average prices ranging from $389.8142 to $396.225. These transactions were held in a trust where Benkowitz and his spouse are co-trustees.
• Also on September 8, 2025, Benkowitz exercised options to acquire 1,750 shares of common stock at an exercise price of $146.03 and simultaneously sold all 1,750 shares at weighted average prices ranging from $390.46 to $396.1. These transactions were held in a trust where Benkowitz has sole investment and voting power.
• On September 9, 2025, Benkowitz exercised options to acquire 11,375 shares of common stock at an exercise price of $135.42 and simultaneously sold all 11,375 shares at weighted average prices ranging from $393.8554 to $400.0813. These transactions were held in a trust where Benkowitz and his spouse are co-trustees.
• Additionally, on September 9, 2025, Benkowitz exercised options to acquire 6,125 shares of common stock at an exercise price of $146.03. These shares were acquired and retained, as no corresponding sale was reported.
• A disposition of 2,648 shares of Common Stock is also listed without a specified transaction date or price.

Sentiment

Score: 5

Explanation: The transactions are routine exercises of stock options and subsequent sales of common stock under a pre-arranged 10b5-1 trading plan, which is a common practice for executive compensation management. This indicates a neutral impact on company sentiment.

Positives

• Transactions were conducted under a Rule 10b5-1 trading plan, indicating pre-planned sales and reducing concerns about opportunistic insider selling.
• The exercise of options and subsequent sale of shares allowed the reporting person to realize gains on previously granted equity compensation.
• A portion of the acquired shares (6,125 shares) were retained, indicating continued beneficial ownership and alignment of interests.

Negatives

• The sale of 16,375 shares represents a reduction in direct beneficial ownership of common stock by the President and COO, which is a common practice for executives to manage equity compensation.

Stakeholder Impact

• Shareholders: The sale of shares by a high-ranking executive could be perceived negatively if not understood as part of a pre-planned compensation strategy. However, the 10b5-1 plan mitigates this. The retention of 6,125 shares indicates continued alignment of interests.

Key Dates

Recommendation

The transactions are routine and pre-planned under a 10b5-1 plan, which is a common practice for executive compensation. They do not indicate a change in the company's fundamentals or strategic direction, nor do they suggest a strong positive or negative signal for the stock's future performance. Therefore, a 'hold' recommendation is appropriate based solely on this filing.

Keywords

United Therapeutics, UTHR, Michael Benkowitz, insider trading, Form 4, stock options, common stock, Rule 10b5-1, executive compensation, share sale