Jennifer Kayden Lee - 09 Feb 2025 Form 4 Insider Report for RHYTHM PHARMACEUTICALS, INC. (RYTM)

Role
EVP, Head of North America
Signature
/s/ Stephen Vander Stoep, Attorney-in-Fact for Jennifer Kayden Lee
Issuer symbol
RYTM
Transactions as of
09 Feb 2025
Net transactions value
-$277,361
Form type
4
Filing time
11 Feb 2025, 21:46:12 UTC
Previous filing
07 Feb 2025
Next filing
14 Feb 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RYTM Common Stock Options Exercise +3,437 +354% 4,409 09 Feb 2025 Direct F1
transaction RYTM Common Stock Options Exercise $28,485 +4,189 +95% $6.80 8,598 09 Feb 2025 Direct
transaction RYTM Common Stock Sale $110,596 -1,894 -22% $58.39 6,704 10 Feb 2025 Direct F2, F3
transaction RYTM Common Stock Sale $136,187 -2,295 -34% $59.34 4,409 10 Feb 2025 Direct F2, F4
transaction RYTM Common Stock Options Exercise +2,031 +46% 6,440 11 Feb 2025 Direct F1
transaction RYTM Common Stock Sale $58,833 -1,023 -16% $57.51 5,417 11 Feb 2025 Direct F5
transaction RYTM Common Stock Sale $230 -4 -0.07% $57.50 5,413 11 Feb 2025 Direct F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RYTM Restricted Stock Units Options Exercise $0 -3,437 -50% $0.000000 3,437 09 Feb 2025 Common Stock 3,437 Direct F1, F6
transaction RYTM Stock Option (Right to Buy) Options Exercise $0 -4,189 -16% $0.000000 21,601 09 Feb 2025 Common Stock 4,189 $6.80 Direct F7
transaction RYTM Restricted Stock Units Options Exercise $0 -2,031 -100% $0.000000 0 11 Feb 2025 Common Stock 2,031 Direct F1, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
F2 The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 8, 2024.
F3 The price reported in Column 4 is a weighted average price. The securities were sold in multiple transactions at prices ranging from $58.0750 to $58.8900 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 $59.1400 to $59.3600 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 sales reported in the Form 4 was effected pursuant to a Rule 10b5-1 instruction adopted prior to February 27, 2023 solely with the intent to cover withholding taxes in connection with the vesting of certain previously reported restricted stock units.
F6 The restricted stock units vest or have vested as to 25% of the total shares on each of February 9, 2023, February 9, 2024, February 9, 2025 and February 9, 2026. The restricted stock units have no expiration date.
F7 The stock options were granted on February 9, 2022. 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.
F8 The restricted stock units vest or have vested as to 25% of the total shares on each of February 11, 2022, February 11, 2023, February 11, 2024 and February 11, 2025. The restricted stock units have no expiration date.