Smith Hunter C 4

4 · RHYTHM PHARMACEUTICALS, INC. · Filed Feb 12, 2026

Research Summary

AI-generated summary of this filing

Updated Feb 13, 2026

Rhythm Pharmaceuticals (RYTM) CFO Hunter C. Smith Sells 7,071 Shares

What Happened

Hunter C. Smith, Chief Financial Officer of Rhythm Pharmaceuticals (RYTM), reported multiple open-market sales totaling 7,071 shares between Feb 10 and Feb 12, 2026, generating approximately $708,576. Individual sale lots ranged from 100 to 2,266 shares at prices shown on the Form 4 (per-lot weighted averages between ~$96.26 and ~$104.76).
On Feb 11, 2026 the filing also reports two awards/derivative acquisitions totaling 62,500 units (25,000 and 37,500). Footnotes indicate these awards include restricted stock units (RSUs) and stock option grants: RSUs vest 25% annually on Feb 1 of 2027–2030; the stock options (granted Feb 11, 2026) vest in 16 substantially equal installments tied to three-month service periods.

Key Details

Transaction dates: Feb 10–12, 2026 (sales); awards granted Feb 11, 2026.
Sales: 7,071 shares disposed for aggregate proceeds ≈ $708,576. Individual reported lots (examples): 1,913 @ $102.66; 2,266 @ $98.37; other lots ranged ~$96.26–$104.76 (see filing footnotes for precise per-trade ranges).
Awards: 25,000 and 37,500 derivative units granted (total 62,500). Footnotes: RSUs = contingent right to 1 share; RSUs vest 25% each year beginning Feb 1, 2027; options vest quarterly over 16 installments after grant.
Sales were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on Feb 28, 2025 (per footnote).
Shares owned after the transactions: not specified in the provided summary of the Form 4.
Filing timeliness: filing dated Feb 12, 2026 covering transactions through Feb 12 — no late-filing flag reported.

Context

Sales executed under a 10b5-1 plan are typically pre-set automated trades and often viewed as routine disposition rather than a contemporaneous signal of changed sentiment. The grants are time‑based equity awards (RSUs and options) with multi‑year vesting schedules; these are standard executive compensation mechanics rather than immediate cash events.

Insider Transaction Report

Form 4

Period: 2026-02-10

RHYTHM PHARMACEUTICALS, INC.RYTM

Smith Hunter C

Chief Financial Officer

Transactions

Sale
Common Stock
[F1][F2]
2026-02-10$102.66/sh−1,913$196,380→ 123,624 total
Sale
Common Stock
[F1][F3]
2026-02-10$103.68/sh−700$72,574→ 122,924 total
Sale
Common Stock
[F1]
2026-02-10$104.76/sh−100$10,476→ 122,824 total
Sale
Common Stock
[F1][F4]
2026-02-11$98.37/sh−2,266$222,906→ 120,558 total
Sale
Common Stock
[F1][F5]
2026-02-11$99.44/sh−400$39,775→ 120,158 total
Sale
Common Stock
[F1][F6]
2026-02-11$100.85/sh−100$10,085→ 120,058 total
Sale
Common Stock
[F1][F7]
2026-02-12$96.26/sh−292$28,109→ 119,766 total
Sale
Common Stock
[F1][F8]
2026-02-12$97.67/sh−400$39,069→ 119,366 total
Sale
Common Stock
[F1][F9]
2026-02-12$98.99/sh−800$79,192→ 118,566 total
Sale
Common Stock
[F1]
2026-02-12$100.10/sh−100$10,010→ 118,466 total
Award
Restricted Stock Units
[F10][F11]
2026-02-11+25,000→ 25,000 total
→ Common Stock (25,000 underlying)
Award
Stock Options (Right to Buy)
[F12]
2026-02-11+37,500→ 37,500 total
Exercise: $98.47Exp: 2036-02-10→ Common Stock (37,500 underlying)

Footnotes (12)

[F1]The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person on February 28, 2025.
[F10]Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
[F11]The restricted stock units vest as to 25% of the total shares on each of February 1, 2027, February 1, 2028, February 1, 2029 and February 1, 2030. The restricted stock units have no expiration date.
[F12]The stock options were granted on February 11, 2026. The options vest and become exercisable in 16 substantially equal installments upon the Reporting Person's completion of each three full months of successive service to the Issuer following the grant date.
[F2]The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $$102.09 to $103.02 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F3]The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $103.23 to $103.98 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F4]The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $97.80 to $98.79 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F5]The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $98.89 to $99.88 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F6]The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $100.49 to $100.98 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F7]The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $96.04 to $96.58 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F8]The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $97.18 to $97.85 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
[F9]The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $98.54 to $99.40 per common stock. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Signature

/s/ Stephen Vander Stoep, attorney-in-fact for Hunter C. Smith|2026-02-12

Documents

1 file

4
tm266263-1_4seq1.xmlPrimary
OWNERSHIP DOCUMENT