RHYTHM PHARMACEUTICALS, INC. — Director's Dealing 2019

Dec 31, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RHYTHM PHARMACEUTICALS, INC. (RYTM)
CIK: 0001649904
Period of Report: 2019-12-27

Reporting Person: Desikan Nithya (Chief Commercial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-27	Common Stock	M	35181	$6.88	Acquired	64249	Direct
2019-12-27	Common Stock	S	35181	$22.7899	Disposed	29068	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-12-27	Employee Stock Option (Right to Buy)	$6.88	M	35181	Disposed	2027-08-08	Common Stock (35181)	Direct

Footnotes

F1: On December 27, 2019, Ms. Desikan sold 35,181 shares pursuant to a plan of disposition adopted in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

F2: This transaction was executed in multiple trades at prices ranging from $22.41 to $23.06, inclusive; the price reported above reflects the weighted average sale price. Ms. Desikan hereby undertakes to provide to the Securities and Exchange Commission staff, the issuer or any security holder of the issuer, upon request, full information regarding the number of shares and prices at which the transaction was effected.

F3: The stock options were granted on August 9, 2017. 32,715 of the total shares vested and became exercisable immediately upon grant. 25% of the remaining stock options vested and became exercisable on July 23, 2018. 75% of the remaining stock options shall vest in 36 successive, equal monthly installments with the first such installment vesting and becoming exercisable on August 23, 2018.