联合治疗 2025年度报告

FORM 10-K (Mark One)☒ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934.For the fiscal year ended December31, 2025OR☐TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934.For the transition period fromtoCommission file number 0-26301 United Therapeutics Corporation (Title of Class) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☒No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d) of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filingrequirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 ofRegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any newor revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in thefiling reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Act).Yes☐No☒ The aggregate market value of the Common Stock held by non-affiliates of the registrant, based on the closing price on June30, 2025, as reported bythe Nasdaq Global Select Market was approximately $11,233,042,523. The number of shares outstanding of the registrant’s common stock, par value $0.01 per share, as of February18, 2026, was 43,827,686. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for the registrant’s 2026 annual meeting of shareholders scheduled to be held on June26, 2026,are incorporated by reference in PartIII of this Form10-K. TABLE OF CONTENTS PART I Item1.Item1A.Item1B.Item1C.Item2.Item3.Item 4. BusinessRisk FactorsUnresolved Staff CommentsCybersecurityPropertiesLegal ProceedingsMine Safety Disclosures Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities[Reserved]Management's Discussion and Analysis of Financial Condition and Results of OperationsQuantitative and Qualitative Disclosures About Market RiskFinancial Statements and Supplementary DataChanges in and Disagreements with Accountants on Accounting and Financial DisclosureControls and ProceduresOther InformationDisclosure Regarding Foreign Jurisdictions that Prevent Inspections Item6.Item7.Item7A.Item8.Item9.Item9A.Item9B.Item 9C. PART IIIItem10.Item11.Item12.Item13.Item14. Directors, Executive Officers, and Corporate GovernanceExecutive CompensationSecurity Ownership of Certain Beneficial Owners and Management and Related Stockholder MattersCertain Relationships and Related Transactions, and Director IndependencePrincipal Accountant Fees and Services PART IVItem15.Item16. Exhibits and Financial Statement SchedulesForm 10-K Summary SIGNATURES PART I Item 1. Business Overview Founded by our Chairperson and Chief Executive Officer, Martine Rothblatt, to find a cure for her daughter’s life-threatening rare disease,pulmonary arterial hypertension (PAH), United Therapeutics advances therapies for people living with serious diseases with unmet medicalneeds. Our mission is to transform the treatment of rare diseases and expand the availability of transplantable organs through innovative organmanufacturing technologies. As a public benefit corporation (PBC), we aim to deliver meaningful impacts for our patients, our people, our shareholders, and otherstakeholders. Our public benefit purpose, as outlined in our charter and