07/23/2026 | Press release | Distributed by Public on 07/23/2026 14:48
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Unit | $ 0 (1) | 07/22/2026 | A | 730(2) | 07/22/2027 | (3) | Common Stock | 730 | $ 0 | 730 | D | ||||
| Stock Option | $527.07 | 07/22/2026 | A | 2,300(2) | 07/22/2027 | 07/22/2033 | Common Stock | 2,300 | $ 0 | 2,300 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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DZAU VICTOR J C/O UNITED THERAPEUTICS CORPORATION 1000 SPRING STREET SILVER SPRING, MD 20910 |
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| /s/ John S. Hess, Jr. under Power of Attorney | 07/23/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Each restricted stock unit represents the right to receive, following vesting, one share of United Therapeutics Corporation common stock. |
| (2) | In connection with Dr. Dzau's appointment to the Board of Directors on July 22, 2026, he was awarded restricted stock units and stock options in accordance with the Non-Employee Director Compensation Program, as follows: (a) 380 restricted stock units and 1,190 stock options, representing his initial grant upon joining the Board, and (b) 350 restricted stock units and 1,110 stock options, which are pro-rata grants representing the remainder of the 2026-2027 Board service year. Each award becomes fully vests on the one-year anniversary of the grant date. |
| (3) | Not applicable as restricted stock units do not have an expiration date. |