RYTM Pengajuan SEC - Rhythm Pharmaceuticals, Inc.- Laporan Tahunan, Pernyataan Kuasa, Prospektus

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LEI	529900JPNWXQ8DPLA551
CIK	1649904

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Rhythm Pharmaceuticals, Inc.

SEC Filings (Chronological Order)

Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.

August 5, 2025	EX-10.1	Non-Employee Director Compensation Program EXHIBIT 10.1 Rhythm Pharmaceuticals, Inc. Non-Employee Director Compensation Program Non-employee members of the board of directors (the “Board”) of Rhythm Pharmaceuticals, Inc. (the “Company”) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this “Program”). The cash and equity compensation described in this Program shall be paid or be ma
August 5, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 RHYTHM PHARMACEUTI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
August 5, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223 RHYT
August 5, 2025	EX-99.1	Rhythm Pharmaceuticals Reports Second Quarter 2025 Financial Results and Business Update -- Second quarter 2025 net product revenue from global sales of IMCIVREE® (setmelanotide) of $48.5 million -- -- U.S. and EU regulatory submissions for setmelano Exhibit 99.1 Rhythm Pharmaceuticals Reports Second Quarter 2025 Financial Results and Business Update - Second quarter 2025 net product revenue from global sales of IMCIVREE® (setmelanotide) of $48.5 million - - U.S. and EU regulatory submissions for setmelanotide in acquired hypothalamic obesity on track to be completed in the third quarter of 2025 - - Bivamelagon Phase 2 trial met primary endpoi
July 11, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2025 RHYTHM PHARMACEUTICA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissi
July 11, 2025	EX-1.1	Underwriting Agreement, dated July 9, 2025, between Rhythm Pharmaceuticals, Inc. and Morgan Stanley & Co. LLC and BofA Securities, Inc., as representatives of the several underwriters named therein. Exhibit 1.1 2,058,824 Shares of Common Stock Rhythm Pharmaceuticals, Inc. Common Stock ($0.001 par value per share) UNDERWRITING AGREEMENT July 9, 2025 July 9, 2025 Morgan Stanley & Co. LLC BofA Securities, Inc. c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o BofA Securities, Inc. One Bryant Park New York, New York 10036 Ladies and Gentlemen: Rhythm Pharmaceuticals, Inc., a
July 10, 2025	EX-FILING FEES	Table 1: Newly Registered and Carry Forward Securities Calculation of Filing Fee Tables S-3 RHYTHM PHARMACEUTICALS, INC. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effect
July 10, 2025	424B5	2,058,824 Shares Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-270233 PROSPECTUS SUPPLEMENT (To Prospectus dated March 2, 2023) 2,058,824 Shares Common Stock We are offering 2,058,824 shares of our common stock. Our common stock is listed on the Nasdaq Global Market under the symbol “RYTM.” On July 9, 2025, the last reported sale price for our common stock on the Nasdaq Global Market wa
July 9, 2025	EX-99.2	© 2025. Rhythm Pharmaceuticals, Inc. All rights reserved. Rhythm and its logo are trademarks of Rhythm Pharmaceuticals, Inc. ® July 9, 2025 Rhythm Pharmaceuticals Positive Topline Results from Phase 2 Trial Evaluating Oral MC4R Agonist Bivamelagon in Exhibit 99.2 © 2025. Rhythm Pharmaceuticals, Inc. All rights reserved. Rhythm and its logo are trademarks of Rhythm Pharmaceuticals, Inc. ® July 9, 2025 Rhythm Pharmaceuticals Positive Topline Results from Phase 2 Trial Evaluating Oral MC4R Agonist Bivamelagon in Patients with Acquired Hypothalamic Obesity 2 ® This presentation and the accompanying oral presentation contain forward - looking state
July 9, 2025	424B5	Subject to Completion, dated July 9, 2025 TABLE OF CONTENTS The information in this preliminary prospectus supplement and the accompanying prospectus, relating to an effective registration statement under the Securities Act of 1933, as amended, is not complete and may be changed.
July 9, 2025	EX-99.1	Rhythm Pharmaceuticals Announces Oral MC4R Agonist Bivamelagon Achieved Statistically Significant, Clinically Meaningful BMI Reductions in Placebo-controlled Phase 2 Trial in Acquired Hypothalamic Obesity -- Bivamelagon achieved BMI reductions in pat Exhibit 99.1 Rhythm Pharmaceuticals Announces Oral MC4R Agonist Bivamelagon Achieved Statistically Significant, Clinically Meaningful BMI Reductions in Placebo-controlled Phase 2 Trial in Acquired Hypothalamic Obesity - Bivamelagon achieved BMI reductions in patients with acquired hypothalamic obesity of -9.3% and -7.7% in 600mg and 400mg cohorts, respectively, at 14 weeks - - Post-hoc analysis sh
July 9, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2025 RHYTHM PHARMACEUTICA UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 9, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissi
June 26, 2025	EX-3.1	Amended and Restated Certificate of Incorporation of Rhythm Pharmaceuticals, Inc. dated October 10, 2017, and the Certificate of Amendment to the Amended and Restated Certificate of Incorporation of Rhythm Pharmaceuticals, Inc. dated June 25, 2025. Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RHYTHM PHARMACEUTICALS, INC. Rhythm Pharmaceuticals, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY: FIRST:The name of the Corporation is “Rhythm Pharmaceuticals, Inc.” The date of filing the original Certificate of Incorporation of the Corporation with the
June 26, 2025	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 24, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
May 7, 2025	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissio
May 7, 2025	EX-99.1	Rhythm Pharmaceuticals Reports First Quarter 2025 Financial Results and Business Update -- First quarter 2025 net product revenue from global sales of IMCIVREE® (setmelanotide) of $37.7 million -- -- Setmelanotide pivotal Phase 3 TRANSCEND trial met EXHIBIT 99.1 Rhythm Pharmaceuticals Reports First Quarter 2025 Financial Results and Business Update - First quarter 2025 net product revenue from global sales of IMCIVREE® (setmelanotide) of $37.7 million - - Setmelanotide pivotal Phase 3 TRANSCEND trial met primary endpoint with -19.8% placebo-adjusted BMI reduction in patients (N=120) with acquired hypothalamic obesity - - U.S. and EU regulator
May 7, 2025	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223 RHY
April 29, 2025	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a
April 29, 2025	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defini
April 18, 2025	PRE 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a
April 7, 2025	EX-99.2	3 ® David Meeker, MD Chair, President and Chief Executive Officer Hunter C. Smith Chief Financial Officer On Today’s Call Susan Phillips, MD Pediatric Endocrinologist at Rady Children's Hospital-San Diego Professor of Pediatrics at UC San Diego Schoo Exhibit 99.2 © 2025. Rhythm Pharmaceuticals, Inc. All rights reserved. Rhythm and its logo are trademarks of Rhythm Pharmaceuticals, Inc. ® April 7, 2025 Rhythm Pharmaceuticals Positive Topline Results from Phase 3 Trial Evaluating Setmelanotide in Patients with Acquired Hypothalamic Obesity 2 ® This presentation and the accompanying oral presentation contain forward-looking statements within the
April 7, 2025	EX-99.1	Rhythm Pharmaceuticals Announces Pivotal Phase 3 TRANSCEND Trial Meets Primary Endpoint with -19.8% Placebo-adjusted BMI Reduction in Patients (N=120) with Acquired Hypothalamic Obesity -- Patients with acquired hypothalamic obesity on setmelanotide EX-99.1 2 rytm-20250407xex99d1.htm EX-99.1 Exhibit 99.1 Rhythm Pharmaceuticals Announces Pivotal Phase 3 TRANSCEND Trial Meets Primary Endpoint with -19.8% Placebo-adjusted BMI Reduction in Patients (N=120) with Acquired Hypothalamic Obesity - Patients with acquired hypothalamic obesity on setmelanotide therapy (n=81) achieved mean BMI change of -16.5% compared with +3.3% for placebo (n=39) at 52
April 7, 2025	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
March 20, 2025	8-K	Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
March 20, 2025	EX-99.1	Rhythm Pharmaceuticals Reacquires Licensing Rights to IMCIVREE® (setmelanotide) in China with Termination of Agreement with RareStone Ltd. Exhibit 99.1 Rhythm Pharmaceuticals Reacquires Licensing Rights to IMCIVREE® (setmelanotide) in China with Termination of Agreement with RareStone Ltd. BOSTON, March 20, 2025 - Rhythm Pharmaceuticals, Inc. (Nasdaq: RYTM), a global commercial-stage biopharmaceutical company focused on transforming the lives of patients living with rare neuroendocrine diseases, today announced that it reacquired the
February 28, 2025	10-K	‘ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents ‘ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
February 28, 2025	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2025 RHYTHM PHARMACE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Com
February 28, 2025	EX-19	Rhythm Global Insider Trading Policy Exhibit 19 Global Insider Trading Policy Effective: 01 Jan 2025 Page: 1 of 8 1 PURPOSE The purpose of this Global Insider Trading Policy (this “Policy”) is to reduce the risk that any employee, executive officer or member of the Board of Directors of Rhythm Pharmaceuticals, Inc.
February 28, 2025	S-8	As filed with the Securities and Exchange Commission on February 28, 2025 As filed with the Securities and Exchange Commission on February 28, 2025 Registration No.
February 28, 2025	EX-21.1	List of Subsidiaries. Exhibit 21.1 Subsidiaries of Rhythm Pharmaceuticals, Inc. Entity Jurisdiction of Organization or Incorporation Rhythm Pharmaceuticals Limited Ireland Rhythm Securities Corp. Massachusetts Rhythm Pharmaceuticals Netherlands, B.V. The Netherlands Rhythm Pharmaceuticals UK Limited Rhythm Pharmaceuticals France SAS Rhythm Pharmaceuticals Italy S.r.L. Rhythm Pharmaceuticals Canada Inc. United Kingdom F
February 28, 2025	EX-FILING FEES	Filing Fee Table Calculation of Filing Fee Tables S-8 RHYTHM PHARMACEUTICALS, INC. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $0.001 per share 457(a) 2,495,626 $ 52.44 $ 130,870,627.44 0.0001531 $ 20,036.29
February 26, 2025	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Com
February 26, 2025	EX-99.1	Rhythm Pharmaceuticals Reports Fourth Quarter and Full Year 2024 Financial Results and Business Update -- Fourth quarter 2024 net revenue from global sales of IMCIVREE® (setmelanotide) of $41.8 million -- -- On track to report topline data from globa Exhibit 99.1 Rhythm Pharmaceuticals Reports Fourth Quarter and Full Year 2024 Financial Results and Business Update - Fourth quarter 2024 net revenue from global sales of IMCIVREE® (setmelanotide) of $41.8 million - - On track to report topline data from global Phase 3 trial evaluating setmelanotide in acquired hypothalamic obesity in the second quarter of 2025 - - Completed enrollment in the Phas
January 10, 2025	8-K	Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 10, 2025 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
January 10, 2025	EX-99.2	® 2 This presentation contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and that involve risks and uncertainties, including without limitation statements regarding the potential, s Exhibit 99.2 © Rhythm® Pharmaceuticals, Inc. All rights reserved. ® January 2025 Rhythm Pharmaceuticals ® 2 This presentation contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and that involve risks and uncertainties, including without limitation statements regarding the potential, safety, efficacy, and regulatory and clinical p
January 10, 2025	EX-99.1	Rhythm Pharmaceuticals Announces Preliminary Fourth Quarter and Full Year 2024 Net Product Revenues, Pipeline Advancements and Upcoming Milestones -- Preliminary unaudited net revenues from global sales of IMCIVREE® (setmelanotide) of approximately $ Exhibit 99.1 Rhythm Pharmaceuticals Announces Preliminary Fourth Quarter and Full Year 2024 Net Product Revenues, Pipeline Advancements and Upcoming Milestones - Preliminary unaudited net revenues from global sales of IMCIVREE® (setmelanotide) of approximately $42 million for the fourth quarter of 2024 and approximately $130 million for the full year of 2024 - - On track to report topline data fro
November 14, 2024	SC 13G/A	RYTM / Rhythm Pharmaceuticals, Inc. / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm2427451d16sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76243J105 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this St
November 14, 2024	EX-99.1	AGREEMENT EX-99.1 2 d113430dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: November 14, 2
November 14, 2024	SC 13G	RYTM / Rhythm Pharmaceuticals, Inc. / PERCEPTIVE ADVISORS LLC - SC 13G Passive Investment SC 13G 1 d113430dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Rhythm Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76243J105 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Ch
November 14, 2024	EX-99.1	Exhibit 1: Joint Filing Agreement EX-99.1 2 tm2427451d16ex1.htm EXHIBIT 1 EXHIBIT 1 AGREEMENT This Joint Filing Agreement, dated as of November 14, 2024, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United States Securities and Exchange Commissi
November 12, 2024	SC 13G/A	RYTM / Rhythm Pharmaceuticals, Inc. / PRIMECAP MANAGEMENT CO/CA/ - PRIMECAP MANAGEMENT CO/CA/ Passive Investment SC 13G/A 1 rytma7111124.htm PRIMECAP MANAGEMENT CO/CA/ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 7)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) COM (Title of Class of Securities) 76243J105 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the appropri
November 6, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223
November 5, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
November 5, 2024	EX-99.1	Rhythm Pharmaceuticals Reports Third Quarter 2024 Financial Results and Business Update -- Third quarter 2024 net revenue from global sales of IMCIVREE® (setmelanotide) of $33.3 million -- -- Adult patients with acquired hypothalamic obesity (N=8) ac Exhibit 99.1 Rhythm Pharmaceuticals Reports Third Quarter 2024 Financial Results and Business Update - Third quarter 2024 net revenue from global sales of IMCIVREE® (setmelanotide) of $33.3 million - - Adult patients with acquired hypothalamic obesity (N=8) achieved mean BMI reduction of 12.8% on setmelanotide therapy at three months in French early-access program - - Top-line data readout for Pha
September 19, 2024	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Co
August 14, 2024	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223 RHYT
August 7, 2024	DEFR14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.1) TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14
August 7, 2024	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.
August 6, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223 RHYT
August 6, 2024	EX-99.1	Rhythm Pharmaceuticals Reports Second Quarter 2024 Financial Results and Business Update -- Second quarter 2024 net revenue from global sales of IMCIVREE® (setmelanotide) of $29.1 million -- -- Dosed first patients in supplemental, 12-patient Japanes Exhibit 99.1 Rhythm Pharmaceuticals Reports Second Quarter 2024 Financial Results and Business Update - Second quarter 2024 net revenue from global sales of IMCIVREE® (setmelanotide) of $29.1 million - - Dosed first patients in supplemental, 12-patient Japanese cohort in global Phase 3 trial evaluating setmelanotide in hypothalamic obesity; On track for topline data from 120-patient, pivotal cohor
August 6, 2024	EX-10.1	Non-Employee Director Compensation Program Exhibit 10.1 Rhythm Pharmaceuticals, Inc. Non-Employee Director Compensation Program Non-employee members of the board of directors (the “Board”) of Rhythm Pharmaceuticals, Inc. (the “Company”) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this “Program”). The cash and equity compensation described in this Program shall be paid or be ma
August 6, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
July 10, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 RHYTHM PHARMACEUTIC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
July 10, 2024	424B7	3,124,995 Shares of Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(7) Registration No. 333-270233 PROSPECTUS SUPPLEMENT (To Prospectus dated March 2, 2023) 3,124,995 Shares of Common Stock This prospectus supplement relates to the resale or other disposition of up to an aggregate of 3,124,995 shares of our common stock, $0.001 par value per share, that will become issuable upon conversion of the 150,000 shares of
July 10, 2024	EX-FILING FEES	Calculation of Filing Fee Tables (Form Type) Rhythm Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) Rhythm Pharmaceuticals, Inc.
June 17, 2024	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.
June 17, 2024	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 17, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
May 7, 2024	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223 RHY
May 7, 2024	EX-10.1	Summary of Non-Employee Director Compensation Policy. Exhibit 10.1 Summary of Non-Employee Director Compensation Policy Under the Company’s non-employee director compensation policy, all non-employee directors will be paid an annual retainer fee of $50,000 and such additional fees as are set forth in the following table. All payments will be made quarterly in arrears. Non-Employee Director Annual Fee Lead Director $ 35,000 Non-Executive Chair $ 30,00
May 7, 2024	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2024 RHYTHM PHARMACEUTICAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 7, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissio
May 7, 2024	EX-99.1	Rhythm Pharmaceuticals Rhythm Pharmaceuticals Reports First Quarter 2024 Financial Results and Business Update -- First quarter 2024 net revenue from global sales of IMCIVREE® (setmelanotide) of $26.0 million -- -- On track to submit sNDA to the FDA Exhibit 99.1 Rhythm Pharmaceuticals Rhythm Pharmaceuticals Reports First Quarter 2024 Financial Results and Business Update - First quarter 2024 net revenue from global sales of IMCIVREE® (setmelanotide) of $26.0 million - - On track to submit sNDA to the FDA to treat pediatric patients between 2 and younger than 6 years old in approved indications in second quarter of 2024 - - Phase 3 trial evalu
May 7, 2024	EX-10.4	Rhythm Pharmaceuticals, Inc. 2017 Equity Incentive Plan Performance Unit Agreement Exhibit 10.4 RHYTHM PHARMACEUTICALS, INC. 2017 EQUITY INCENTIVE PLAN Performance Unit Agreement This Performance Unit Agreement (this “Agreement”), dated as of [ ● ] (the “Date of Grant”), is between Rhythm Pharmaceuticals, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and [ ● ] (the “Participant”). Capitalized terms used in this Agreement without definition
May 7, 2024	EX-10.5	Third Amendment to Lease, dated May 2, 2024, by and between the Registrant and 500 Boylston & 222 Berkeley Owner (DE) LLC. Exhibit 10.5 TWO TWENTY-TWO BERKELEY STREET Boston, MA Third Amendment to Lease Rhythm Pharmaceuticals, Inc. THIS THIRD AMENDMENT TO LEASE (this “Third Amendment”) is made as of , 2024 (the “Effective Date”) by and between 500 BOYLSTON & 222 BERKELEY OWNER (DE) LLC, a Delaware limited liability company (“Landlord”), and RHYTHM PHARMACEUTICALS, INC., a Delaware corporation (“Tenant”). Background A.
May 7, 2024	EX-3.4	Amended and Restated Certificate of Designations Exhibit 3.4 Rhythm Pharmaceuticals, Inc. Amended and Restated Certificate of Designations Series A Convertible Preferred Stock May 7, 2024 Table of Contents Page Section 1. Definitions 1 Section 2. Rules of Construction 14 Section 3. The Convertible Preferred Stock 14 (a) Designation; Par Value 14 (b) Number of Authorized Shares 14 (c) Form, Dating and Denominations 15 (d) Method of Payment; Delay
April 30, 2024	SC 13D/A	RYTM / Rhythm Pharmaceuticals, Inc. / NEW ENTERPRISE ASSOCIATES 13 LP - NEW ENTERPRISE ASSOCIATES 13, LP (RHYTHM PHARMACEUTICALS) - SCHEDULE 13D/A(#2E) Activist Investment Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 76243J105 (CUSIP Number) Stephanie Brecher New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 842-4
April 26, 2024	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru
April 26, 2024	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.
April 17, 2024	SC 13D/A	RYTM / Rhythm Pharmaceuticals, Inc. / PERCEPTIVE ADVISORS LLC - SC 13D/A Activist Investment SC 13D/A 1 d803502dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76243J105 (CUSIP Number) Alexander Rakitin Perceptive Advisors LLC 51 Astor Place, 10th Floor New York, NY 10
April 17, 2024	EX-99.5	JOINT FILING AGREEMENT EX-99.5 Exhibit 5 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13D to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13D, shall be filed jointly on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Dated: April 17, 2024 PERCE
April 16, 2024	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
April 16, 2024	EX-3.1	Certificate of Designations Exhibit 3.1 Rhythm Pharmaceuticals, Inc. Certificate of Designations Series A Convertible Preferred Stock April 15, 2024 Table of Contents Page    Section 1. Definitions 1 Section 2. Rules of Construction 13 Section 3. The Convertible Preferred Stock 14 (a) Designation; Par Value 14 (b) Number of Authorized Shares 14 (c) Form, Dating and Denominations 14 (d) Method of Payment; Delay When Payment D
April 3, 2024	SC 13D/A	RYTM / Rhythm Pharmaceuticals, Inc. / PERCEPTIVE ADVISORS LLC - SC 13D/A Activist Investment SC 13D/A 1 d815846dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76243J105 (CUSIP Number) Alexander Rakitin Perceptive Advisors LLC 51 Astor Place, 10th Floor New York, NY 10
April 1, 2024	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
April 1, 2024	EX-10.1	Investment Agreement dated April 1, 2024, by and between Rhythm Pharmaceuticals, Inc., certain affiliates of Perceptive Advisors LLC, and certain other investors Exhibit 10.1 INVESTMENT AGREEMENT dated as of April 1, 2024 by and among Rhythm Pharmaceuticals, Inc. and the Purchasers party hereto. TABLE OF CONTENTS Page Article I PURCHASE; CLOSING 1 1.1 Purchase; Use of Proceeds 1 1.2 Closing 1 1.3 Closing Conditions 2 Article II  REPRESENTATIONS AND WARRANTIES 5 2.1 Representations and Warranties of the Company 5 2.2 Representations and Warranties of the Pu
April 1, 2024	EX-99.1	Rhythm Pharmaceuticals Secures $150 Million in Convertible Preferred Stock Financing -- Proceeds from financing and existing cash on-hand sufficient to fund planned operations into 2026 -- Exhibit 99.1 Rhythm Pharmaceuticals Secures $150 Million in Convertible Preferred Stock Financing - Proceeds from financing and existing cash on-hand sufficient to fund planned operations into 2026 - BOSTON, April 1, 2024 – Rhythm Pharmaceuticals, Inc. (Nasdaq: RYTM), a commercial-stage biopharmaceutical company focused on transforming the lives of patients and their families living with rare neur
March 20, 2024	SC 13D	RYTM / Rhythm Pharmaceuticals, Inc. / PERCEPTIVE ADVISORS LLC - SC 13D Activist Investment SC 13D 1 d813811dsc13d.htm SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment )* Rhythm Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76243J105 (CUSIP Number) Alexander Rakitin Perceptive Advisors LLC 51 Astor Place, 10th Floor New York, NY 10003 (646) 20
March 20, 2024	EX-99.1	JOINT FILING AGREEMENT EX-99.1 2 d813811dex991.htm EX-99.1 Exhibit 1 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13D to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13D, shall be filed jointly on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934.
February 29, 2024	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 29, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Com
February 29, 2024	EX-21.1	List of Subsidiaries. Exhibit 21.1 Subsidiaries of Rhythm Pharmaceuticals, Inc. Entity Jurisdiction of Organization or Incorporation Rhythm Pharmaceuticals Limited Ireland Rhythm Securities Corp. Massachusetts Rhythm Pharmaceuticals Netherlands, B.V. The Netherlands Rhythm Pharmaceuticals UK Limited Rhythm Pharmaceuticals France SAS Rhythm Pharmaceuticals Italy S.r.L. Rhythm Pharmaceuticals Canada Inc. United Kingdom F
February 29, 2024	S-8	As filed with the Securities and Exchange Commission on February 29, 2024 As filed with the Securities and Exchange Commission on February 29, 2024 Registration No.
February 29, 2024	10-K	‘ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents ‘ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
February 29, 2024	EX-97.1	Policy for Recovery of Erroneously Awarded Compensation Exhibit 97 RHYTHM PHARMACEUTICALS, INC. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Rhythm Pharmaceuticals, Inc. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of October 2, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined herein are defined in Section 11. 1. Persons Subje
February 29, 2024	424B5	Up to $200,000,000 Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-270233 PROSPECTUS SUPPLEMENT (To Prospectus dated March 2, 2023) Up to $200,000,000 Common Stock We previously entered into a Sales Agreement, dated November 2, 2021, or the Sales Agreement, with Cowen and Company LLC, or TD Cowen, relating to the offer and sale of shares of our common stock, $0.001 par value per share, from
February 29, 2024	EX-FILING FEES	Filing Fee Table Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) RHYTHM PHARMACEUTICALS, INC. (Exact Name of Registrant as Specified in its Charter) Table I: Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 2017 Incentive Award
February 29, 2024	EX-10.25	Exclusive License Agreement, dated January 4, 2024, by and between Rhythm Pharmaceuticals, Inc. and LG Chem, Ltd. Exhibit 10.25 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is both (i) not material and (ii) the type that the Registrant treats as private or confidential. Execution Version EXCLUSIVE LICENSE AGREEMENT This EXCLUSIVE LICENSE AGREEMENT (this “Agreement”) is entered into as of January 4, 2024 (the “Effective Da
February 29, 2024	EX-FILING FEES	Calculation of Filing Fee Tables (Form Type) Rhythm Pharmaceuticals, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) Rhythm Pharmaceuticals, Inc.
February 29, 2024	EX-10.6	Summary of Non-Employee Director Compensation Policy Exhibit 10.6 Summary of Non-Employee Director Compensation Policy Under the Company’s non-employee director compensation policy, all non-employee directors will be paid an annual retainer fee of $50,000 and such additional fees as are set forth in the following table. All payments will be made quarterly in arrears. Non-Employee Director Annual Fee Lead Director $ 35,000 Non-Executive Chair $ 30,00
February 29, 2024	EX-1.1	Amendment No. 1 to Sales Agreement, dated as of February 29, 2024, between Rhythm Pharmaceuticals, Inc. and Cowen and Company, LLC. Exhibit 1.1 RHYTHM PHARMACEUTICALS, Inc. Common Stock AMENDMENT NO. 1 TO SALES AGREEMENT February 29, 2024 Cowen and Company, LLC 599 Lexington Avenue New York, NY 10022 Ladies and Gentlemen: Reference is made to the Sales Agreement, dated November 2, 2021 (the “Agreement”), by and between Rhythm Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and Cowen and Company, LLC (“Cowen”). T
February 22, 2024	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Com
February 22, 2024	EX-99.1	Rhythm Pharmaceuticals Reports Fourth Quarter 2023 Financial Results and Business Update -- Fourth quarter 2023 net revenue from global sales of IMCIVREE® (setmelanotide) of $24.2 million -- -- Enrollment completed in 120-patient, pivotal cohort of P Exhibit 99.1 Rhythm Pharmaceuticals Reports Fourth Quarter 2023 Financial Results and Business Update - Fourth quarter 2023 net revenue from global sales of IMCIVREE® (setmelanotide) of $24.2 million - - Enrollment completed in 120-patient, pivotal cohort of Phase 3 setmelanotide trial in hypothalamic obesity; top-line data on track for 1H2025 - - Announced Phase 3 development plans for setmelanot
February 14, 2024	EX-99.1	Exhibit 1: Joint Filing Agreement EX-99.1 2 tm246065d16ex1.htm EXHIBIT 1 EXHIBIT 1 AGREEMENT This Joint Filing Agreement, dated as of February 14, 2024, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United States Securities and Exchange Commissio
February 14, 2024	SC 13G/A	RYTM / Rhythm Pharmaceuticals, Inc. / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm246065d1613ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statem
February 14, 2024	SC 13G/A	RYTM / Rhythm Pharmaceuticals, Inc. / BAKER BROS. ADVISORS LP - SC 13G/A Passive Investment SC 13G/A 1 tm242424d24sc13ga.htm SC 13G/A SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. 6)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the a
February 13, 2024	SC 13G	RYTM / Rhythm Pharmaceuticals, Inc. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SC 13G 1 tv01825-rhythmpharmaceutical.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Rhythm Pharmaceuticals Inc Title of Class of Securities: Common Stock CUSIP Number: 76243J105 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule p
February 12, 2024	EX-99.1	AGREEMENT EX-99.1 2 d758102dex991.htm EX-99.1 EXHIBIT 1 AGREEMENT The persons below hereby agree that the Schedule 13G to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13G, shall be filed on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934. Date: February 12, 2
February 12, 2024	SC 13G/A	RYTM / Rhythm Pharmaceuticals, Inc. / PRIMECAP MANAGEMENT CO/CA/ - PRIMECAP MANAGEMENT CO/CA/ Passive Investment SC 13G/A 1 rytma621224.htm PRIMECAP MANAGEMENT CO/CA/ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) COM (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriat
February 12, 2024	SC 13G	RYTM / Rhythm Pharmaceuticals, Inc. / PERCEPTIVE ADVISORS LLC - SC 13G Passive Investment SC 13G 1 d758102dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Rhythm Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76243J105 (CUSIP Number) February 1, 2024 (Date of Event Which Requires Filing of this Statement) Chec
January 4, 2024	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 4, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commi
January 4, 2024	8-K	Regulation FD Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 4, 2024 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commi
December 18, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2023 RHYTHM PHARMACE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 14, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Com
December 18, 2023	EX-3.1	Amended and Restated Bylaws. Exhibit 3.1 RHYTHM PHARMACEUTICALS, INC. AMENDED AND RESTATED BYLAWS Article I. — General. 1.1.          Offices. The registered office of Rhythm Pharmaceuticals, Inc. (the “Company”) shall be in the City of Wilmington, County of New Castle, State of Delaware. The Company may also have offices at such other places both within and without the State of Delaware as the board of directors of the Compa
December 6, 2023	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
November 8, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223
November 7, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
November 7, 2023	EX-99.1	Rhythm Pharmaceuticals Reports Third Quarter 2023 Financial Results and Business Update -- Third quarter 2023 net revenue from global sales of IMCIVREE® (setmelanotide) of $22.5 million -- -- More than 100 international patients on reimbursed IMCIVRE Exhibit 99.1 Rhythm Pharmaceuticals Reports Third Quarter 2023 Financial Results and Business Update - Third quarter 2023 net revenue from global sales of IMCIVREE® (setmelanotide) of $22.5 million - - More than 100 international patients on reimbursed IMCIVREE therapy - - Phase 3 hypothalamic obesity trial on track to be fully enrolled by the end of 2023 - - 25.5% mean BMI reduction achieved at o
September 7, 2023	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc. / FEDERATED HERMES, INC. Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5*) RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76243J105 (CUSIP Number) August 31, 2023 (Date of Event Which Requires Filing of
August 21, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2023 RHYTHM PHARMACEUT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commi
August 8, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 RHYTHM PHARMACEUTI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
August 3, 2023	EX-10.1	Amended & Restated Offer Letter, dated July 28, 2023, by and between the Registrant and Daivd P. Meeker. Exhibit 10.1 July 28, 2023 David P. Meeker, M.D. Dear David: On behalf of Rhythm Pharmaceuticals, Inc. (the “Company”), I am pleased to set forth below the updated terms of your employment with the Company. You and the Company previously were parties to the employment offer letter, dated July 16, 2020 (the “Prior Letter”). This letter agreement amends and supersedes the Prior Letter in its entiret
August 3, 2023	EX-10.3	Amended & Restated Offer Letter, dated August 3, 2023, by and between the Registrant and Jennifer Chien. Exhibit 10.3 August 3, 2023 Jennifer Chien Dear Jennifer, On behalf of Rhythm Pharmaceuticals, Inc. (the “Company”), I am pleased to set forth below the updated terms of your employment with the Company. You and the Company previously were parties to the employment offer letter, dated September 25, 2020 (the “Prior Letter”). This letter agreement amends and supersedes the Prior Letter in its entir
August 3, 2023	EX-10.4	Amended & Restated Offer Letter, dated August 3, 2023, by and between the Registrant and Hunter Smith. Exhibit 10.4 August 3, 2023 Hunter Smith Dear Hunter: On behalf of Rhythm Pharmaceuticals, Inc. (the “Company”), I am pleased to set forth below the updated terms of your employment with the Company. You and the Company previously were parties to the second amended and restated employment offer letter, dated December 21, 2017 (the “Prior Letter”). This letter agreement amends and supersedes the Pr
August 3, 2023	EX-10.2	Amended & Restated Offer Letter, dated July 28, 2023, by and between the Registrant and Joseph Shulman. Exhibit 10.2 July 28, 2023 Joe Shulman Dear Joe, On behalf of Rhythm Pharmaceuticals, Inc. (the “Company”), I am pleased to set forth below the updated terms of your employment with the Company. You and the Company previously were parties to the employment offer letter, dated June 23, 2020 (the “Prior Letter”). This letter agreement amends and supersedes the Prior Letter in its entirety. Employmen
August 3, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2023 RHYTHM PHARMACEUTIC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
August 1, 2023	EX-99.1	Rhythm Pharmaceuticals Reports Second Quarter 2023 Financial Results and Business -- Second quarter 2023 net revenue of $19.2 million from global sales of IMCIVREE® (setmelanotide) -- -- Strong U.S. commercial progress continues with more than 125 ne Exhibit 99.1 Rhythm Pharmaceuticals Reports Second Quarter 2023 Financial Results and Business Update - Second quarter 2023 net revenue of $19.2 million from global sales of IMCIVREE® (setmelanotide) - - Strong U.S. commercial progress continues with more than 125 new prescriptions for Bardet- Biedl syndrome (BBS) in 2Q 2023, more than 425 since FDA approval - - Achieved commercial sales milestone
August 1, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223 RHYT
August 1, 2023	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
June 22, 2023	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
May 2, 2023	EX-99.1	Rhythm Pharmaceuticals Reports First Quarter 2023 Financial Results and Business Update -- Strong U.S. commercial progress continues for IMCIVREE® (setmelanotide) with more than 300 new prescriptions for Bardet-Biedl syndrome (BBS) received since FDA Exhibit 99.1 Rhythm Pharmaceuticals Reports First Quarter 2023 Financial Results and Business Update - Strong U.S. commercial progress continues for IMCIVREE® (setmelanotide) with more than 300 new prescriptions for Bardet-Biedl syndrome (BBS) received since FDA approval - - Launched IMCIVREE for BBS in Germany with federal reimbursement - - First patients dosed in pivotal Phase 3 trial evaluating
May 2, 2023	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223 RHY
May 2, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 RHYTHM PHARMACEUTICAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissio
April 27, 2023	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru
April 27, 2023	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.
March 29, 2023	SC 13D/A	RYTM / Rhythm Pharmaceuticals Inc. / NEW ENTERPRISE ASSOCIATES 13 LP - NEW ENTERPRISE ASSOCIATES 13, LP (RHYTHM PHARMACEUTICALS) - SCHEDULE 13D/A(#1) Activist Investment Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) Common Stock, $.001 par value (Title of Class of Securities) 76243J105 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 8
March 10, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2023 RHYTHM PHARMACEUTI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
March 2, 2023	EX-FILING FEES	Filing Fee Table Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) RHYTHM PHARMACEUTICALS, INC. (Exact Name of Registrant as Specified in its Charter) Table I: Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered1 Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 2017 Incentive Award P
March 2, 2023	S-8	As filed with the Securities and Exchange Commission on March 2, 2023 As filed with the Securities and Exchange Commission on March 2, 2023 Registration No.
March 2, 2023	EX-FILING FEES	Filing Fee Table. Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Rhythm Pharmaceuticals, Inc.
March 2, 2023	EX-4.3	Form of Indenture. Exhibit 4.3 RHYTHM PHARMACEUTICALS, INC. INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 5 Section 1.4. Rules of Construction 5 ARTICLE II. THE SECURITIES 5 Section 2.1. Issuable in Series 5 Section 2.2. Esta
March 2, 2023	EX-1.2	Sales Agreement, dated as of November 2, 2021, by and between Rhythm Pharmaceuticals, Inc. and Cowen & Company, LLC. Exhibit 1.2 RHYTHM PHARMACEUTICALS, INC. $100,000,000 Common Stock SALES AGREEMENT November 2, 2021 Cowen and Company, LLC 599 Lexington Avenue New York, NY 10022 Ladies and Gentlemen: Rhythm Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows: 1. Issuance and Sale of Shares. The Company agrees t
March 2, 2023	S-3ASR	As filed with the Securities and Exchange Commission on March 2, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 2, 2023 Registration No.
March 1, 2023	10-K	‘ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents ‘ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 1, 2023	EX-4.3	Description of the Registrant’s Securities registered pursuant to Section 12 of the Securities Exchange Act of 1934. Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2022, Rhythm Pharmaceuticals, Inc. (“we,” “our,” “us,” or the “Company”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, par value $0.001 per share. The following description of o
March 1, 2023	EX-2.2	Share Purchase Agreement, by and between Rhythm Pharmaceuticals Netherlands B.V. and Xinvento B.V., dated February 27, 2023. Exhibit 2.2 Execution Version SHARE PURCHASE AGREEMENT BY AND AMONG RHYTHM PHARMACEUTICALS NETHERLANDS B.V., THE SELLERS LISTED ON THE SIGNATURE PAGE HERETO, XINVENTO B.V. AND THE SELLER REPRESENTATIVE IDENTIFIED HEREIN DATED AS OF FEBRUARY 24, 2023 CONTENTS Page Section 1. DEFINITIONS AND INTERPRETATIONS 1 1.1 Certain Definitions 1 1.2 Interpretation 14 Section 2. PURCHASE AND SALE 15 2.1 Sale an
March 1, 2023	EX-10.20	Offer Letter, dated June 23, 2020, by and between the Registrant and Joseph Shulman. Exhibit 10.20 June 23, 2020 Joe Shulman 116 Auburn Street Newton, MA 02466 Dear Joe Congratulations on your offer of employment with Rhythm Pharmaceuticals (also referred to in this letter as the “Company”). I am confident you will find your career with Rhythm to be filled with opportunities, challenges and rewards. We take great pride in hiring professionals who have talent, drive, creativity and
March 1, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 RHYTHM PHARMACEUTIC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
March 1, 2023	EX-10.6	Summary of Non-Employee Director Compensation Policy Exhibit 10.6 Summary of Non-Employee Director Compensation Policy Under the Company’s non-employee director compensation policy, all non-employee directors will be paid an annual retainer fee of $50,000 and such additional fees as are set forth in the following table. All payments will be made quarterly in arrears. Non-Employee Director Annual Fee Lead Director $ 35,000 Non-Executive Chair $ 30,00
March 1, 2023	EX-21.1	List of Subsidiaries. Exhibit 21.1 Subsidiaries of Rhythm Pharmaceuticals, Inc. Entity Jurisdiction of Organization or Incorporation Rhythm Pharmaceuticals Limited Ireland Rhythm Securities Corp. Massachusetts Rhythm Pharmaceuticals Netherlands, B.V. The Netherlands Rhythm Pharmaceuticals UK Limited Rhythm Pharmaceuticals France SAS Rhythm Pharmaceuticals Italy S.r.L. Rhythm Pharmaceuticals Canada Inc. United Kingdom F
March 1, 2023	EX-99.1	Rhythm Pharmaceuticals Reports Fourth Quarter and Full Year 2022 Financial Results -- IMCIVREE® U.S. launch for Bardet-Biedl syndrome (BBS) reflects strong demand with more than 200 new prescriptions received since FDA approval -- -- IMCIVREE now ava Exhibit 99.1 Rhythm Pharmaceuticals Reports Fourth Quarter and Full Year 2022 Financial Results - IMCIVREE® U.S. launch for Bardet-Biedl syndrome (BBS) reflects strong demand with more than 200 new prescriptions received since FDA approval - - IMCIVREE now available in eight ex-U.S. markets; first commercial sales for BBS expected in Germany in 2Q 2023 - - Pivotal Phase 3 trial evaluating setmelan
February 14, 2023	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / BAKER BROS. ADVISORS LP - SC 13G/A Passive Investment SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No.
February 14, 2023	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / RA CAPITAL MANAGEMENT, L.P. - SC 13G/A Passive Investment SC 13G/A 1 tm236221d38sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Stat
February 9, 2023	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / PRIMECAP MANAGEMENT CO/CA/ - PRIMECAP MANAGEMENT CO/CA/ Passive Investment SC 13G/A 1 rytma520923.htm PRIMECAP MANAGEMENT CO/CA/ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) COM (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriat
February 1, 2023	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / FEDERATED HERMES, INC. Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4*) RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing
January 9, 2023	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2023 RHYTHM PHARMACEUT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 9, 2023 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commi
January 9, 2023	EX-99.1	© Rhythm® Pharmaceuticals, Inc. All rights reserved. ® January 2023 Rhythm Pharmaceuticals Transforming the lives of patients and their families living with hyperphagia and severe obesity caused by rare MC4R pathway diseases by rapidly advancing care EX-99.1 2 tm232248d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 © Rhythm® Pharmaceuticals, Inc. All rights reserved. ® January 2023 Rhythm Pharmaceuticals Transforming the lives of patients and their families living with hyperphagia and severe obesity caused by rare MC4R pathway diseases by rapidly advancing care and precision medicines addressing the root cause ® 2 This presentation contains certain for
November 8, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
November 8, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 8, 2022	EX-99.1	Rhythm Pharmaceuticals Reports Third Quarter 2022 Financial Results and Business Update -- U.S. launch of IMCIVREE® (setmelanotide) for Bardet-Biedl Syndrome progresses with strong demand with more than 120 prescriptions since FDA approval – -- EC au Exhibit 99.1 Rhythm Pharmaceuticals Reports Third Quarter 2022 Financial Results and Business Update - U.S. launch of IMCIVREE? (setmelanotide) for Bardet-Biedl Syndrome progresses with strong demand with more than 120 prescriptions since FDA approval ? - EC authorization for IMCIVREE expanded to include BBS; UK launch in POMC and LEPR deficiencies underway ? - Setmelanotide received FDA Breakthro
November 3, 2022	8-K	Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
October 7, 2022	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / BAKER BROS. ADVISORS LP - SCHEDULE 13G/A Passive Investment SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No.
September 15, 2022	EX-1.1	Underwriting Agreement, dated as of September 14, 2022, between Rhythm Pharmaceuticals, Inc. and Cowen and Company, LLC, Stifel, Nicolaus & Company, Incorporated and Wells Fargo Securities, LLC, as representatives of the underwriters named therein. EX-1.1 2 tm2225931d1ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 EXECUTION VERSION 4,800,000 Shares Rhythm Pharmaceuticals, Inc. Common Stock ($0.001 par value) UNDERWRITING AGREEMENT September 14, 2022 September 14, 2022 Cowen and Company, LLC Stifel, Nicolaus & Company, Incorporated Wells Fargo Securities, LLC c/o Cowen and Company, LLC 599 Lexington Avenue New York, New York 10022 c/o Stifel, Nicolaus & C
September 15, 2022	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 14, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation or o
September 15, 2022	424B5	4,800,000 Shares RHYTHM PHARMACEUTICALS, INC. Common Stock TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(5) ? ?Registration No. 333-260689 ? PROSPECTUS SUPPLEMENT(To Prospectus dated November 15, 2021) ? 4,800,000 Shares RHYTHM PHARMACEUTICALS, INC. Common Stock We are offering 4,800,000 shares of our common stock. Our common stock is listed on The Nasdaq Global Market under the symbol ?RYTM.? On September 14, 2022, the last reported sale price for our
September 14, 2022	424B5	RHYTHM PHARMACEUTICALS, INC. Common Stock TABLE OF CONTENTS The information in this preliminary prospectus supplement and the accompanying prospectus, relating to an effective registration statement under the Securities Act of 1933, as amended, is not complete and may be changed.
August 3, 2022	EX-10.1	Revenue Interest Financing Agreement, dated June 16, 2022, by and between the Company and entities managed by HealthCare Royalty Management, LLC [***] Certain information in this document has been omitted pursuant to Regulation S-K, Item (601)(b)(10).
August 3, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
August 2, 2022	EX-99.1	Rhythm Pharmaceuticals Reports Second Quarter 2022 Financial Results and Business Update -- Received FDA approval for IMCIVREE® (setmelanotide) as the first-ever therapy for patients with Bardet-Biedl syndrome -- -- U.S. launch off to a strong start Exhibit 99.1 Rhythm Pharmaceuticals Reports Second Quarter 2022 Financial Results and Business Update - Received FDA approval for IMCIVREE® (setmelanotide) as the first-ever therapy for patients with Bardet-Biedl syndrome - - U.S. launch off to a strong start with more than 50 IMCIVREE prescriptions written for patients with BBS in first six weeks since FDA approval - - EMA’s CHMP recommended expa
August 2, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
June 16, 2022	8-K	Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
June 10, 2022	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissi
May 3, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissio
May 3, 2022	EX-99.1	Rhythm Pharmaceuticals Reports First Quarter 2022 Financial Results and Business Update -- Patient identification and physician engagement ongoing in preparation for U.S. commercial launch in June 2022 in BBS and Alström syndrome, pending FDA approva Exhibit 99.1 Rhythm Pharmaceuticals Reports First Quarter 2022 Financial Results and Business Update - Patient identification and physician engagement ongoing in preparation for U.S. commercial launch in June 2022 in BBS and Alström syndrome, pending FDA approval - - First commercial patients treated with IMCIVREE® (setmelanotide) in France under paid early access program - - First patients enroll
May 3, 2022	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 28, 2022	DEFA14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amend UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.
April 28, 2022	DEF 14A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) DEF 14A 1 tm223476-1def14a.htm DEF 14A TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of
April 11, 2022	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / FEDERATED HERMES, INC. Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76243J105 (CUSIP Number) March 31, 2022 (Date of Event Which Requires Filing of t
April 6, 2022	EX-99.1	© Rhythm® Pharmaceuticals, Inc. All rights reserved. ® April 2022 Rhythm Pharmaceuticals Targeting MC4R pathway and transforming the care of patients with rare genetic diseases of obesity Exhibit 99.1 ? Rhythm? Pharmaceuticals, Inc. All rights reserved. ? April 2022 Rhythm Pharmaceuticals Targeting MC4R pathway and transforming the care of patients with rare genetic diseases of obesity ? 2 This presentation contains certain forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and that involve risks and uncertainties, including wit
April 6, 2022	8-K	Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 6, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
March 1, 2022	EX-10.6	Summary of Non-Employee Director Compensation Policy Exhibit 10.6 ? Summary of Non-Employee Director Compensation Policy Under the Company?s non-employee director compensation policy, all non-employee directors will be paid an annual retainer fee of $47,500 and such additional fees as are set forth in the following table. All payments will be made quarterly in arrears. Non-Employee Director Annual Fee Lead Director $ 35,000 Non-Executive Chair $ 30,
March 1, 2022	EX-10.10	License Agreement, dated December 3, 2021, by and between the Registrant and RareStone Group Ltd. Exhibit 10.10 ? [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item (601)(b)(10). Such excluded information is both (i) not material and (ii) the type that the Registrant treats as private or confidential. CONFIDENTIAL Execution Copy EXCLUSIVE LICENSE AGREEMENT THIS EXCLUSIVE LICENSE AGREEMENT (this ?Agreement?) effective as of December 3, 2021 (the ?Effec
March 1, 2022	EX-10.5.1	2022 Employment Inducement Plan and Form of Option Agreement Exhibits 10.5.1 ? ? ? ? ? RHYTHM PHARMACEUTICALS, INC. 2022 EMPLOYMENT INDUCEMENT PLAN ? ? ? Table Of Contents 1.Purpose2 2.Definitions2 3.Term of the Plan5 4.Stock Subject to the Plan5 5.Administration6 6.Authorization of Grants6 7.Specific Terms of Awards7 8.Adjustment Provisions11 9.Change of Control14 10.Settlement of Awards14 11.Reservation of Stock16 12.Limitation of Rights in Stock; No Spec
March 1, 2022	EX-99.1	Rhythm Pharmaceuticals Reports Fourth Quarter and Full Year 2021 Financial Results -- Preparations continue for U.S. commercial launch in June 2022 in BBS and Alström syndrome, pending FDA approval -- -- First commercial sales of IMCIVREE in Germany Exhibit 99.1 Rhythm Pharmaceuticals Reports Fourth Quarter and Full Year 2021 Financial Results - Preparations continue for U.S. commercial launch in June 2022 in BBS and Alstr?m syndrome, pending FDA approval - - First commercial sales of IMCIVREE in Germany and France expected in 2Q2022 ? - Enrollment completed in Phase 2 trial evaluating setmelanotide in patients with hypothalamic obesity - - I
March 1, 2022	EX-21.1	List of Subsidiaries. ? Exhibit 21.1 ? Subsidiaries of Rhythm Pharmaceuticals, Inc. ? Entity Jurisdiction of Organization or Incorporation Rhythm Pharmaceuticals Limited ? Ireland Rhythm Securities Corp. Massachusetts Rhythm Pharmaceuticals Netherlands, B.V. ? The Netherlands Rhythm Pharmaceuticals UK Limited Rhythm Pharmaceuticals France SAS Rhythm Pharmaceuticals Italy S.r.L. Rhythm Pharmaceuticals Canada Inc. ? Unit
March 1, 2022	S-8	As filed with the Securities and Exchange Commission on March 1, 2022 As filed with the Securities and Exchange Commission on March 1, 2022 Registration No.
March 1, 2022	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2022 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
March 1, 2022	EX-10.5.2	2022 Employment Inducement Plan Form of Restricted Stock Unit Agreement Exhibit 10.5.2 RHYTHM PHARMACEUTICALS, INC. 2022 EMPLOYMENT INDUCEMENT PLAN Restricted Stock Unit Agreement This Restricted Stock Unit Agreement (this ?Agreement?), dated as of , 20 (the ?Date of Grant?), is between Rhythm Pharmaceuticals, Inc., a corporation organized under the laws of the State of Delaware (the ?Company?) and (the ?Participant?). Capitalized terms used in this Agreement without
March 1, 2022	EX-FILING FEES	Filing Fee Table EX-FILING FEES 4 tm227881d1ex-filingfees.htm EX-FILING FEES Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) RHYTHM PHARMACEUTICALS, INC. (Exact Name of Registrant as Specified in its Charter) Table I: Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Pr
March 1, 2022	S-8	As filed with the Securities and Exchange Commission on March 1, 2022 As filed with the Securities and Exchange Commission on March 1, 2022 Registration No.
March 1, 2022	EX-FILING FEES	Filing Fee Table Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) RHYTHM PHARMACEUTICALS, INC. (Exact Name of Registrant as Specified in its Charter) Table I: Newly Registered Securities Plan Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 2017 Incentive Award
March 1, 2022	EX-10.21.2	Consulting Agreement, dated September 11, 2021, by and between the Registrant and Murray Stewart, D.M., F.R.C.P. ? Exhibit 10.21.2 CONSULTING AGREEMENT This Consulting Agreement (this ?Agreement?) is entered effective as of this 11th day of September, 2021 (the ?Effective Date?) between Rhythm Pharmaceuticals, Inc., a Delaware corporation located at 222 Berkeley Street, Suite 1200, Boston, MA 02116 (the ?Company?), and Murray Stewart, D.M., F.R.C.P. (the ?Consultant?), residing or having a principal place of
March 1, 2022	10-K	‘ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
February 14, 2022	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / RA CAPITAL MANAGEMENT, L.P. - RHYTHM PHARMACEUTICALS, INC. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design
February 14, 2022	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / FEDERATED HERMES, INC. Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ?.11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing o
February 14, 2022	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / BAKER BROS. ADVISORS LP - SC 13G/A Passive Investment SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No.
February 11, 2022	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / Flynn James E Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.
February 10, 2022	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / PRIMECAP MANAGEMENT CO/CA/ - PRIMECAP MANAGEMENT CO/CA/ Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) COM (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch
December 10, 2021	SC 13G/A	RYTM / Rhythm Pharmaceuticals Inc / FEDERATED HERMES, INC. Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ?.11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76243J105 (CUSIP Number) November 30, 2021 (Date of Event Which Requires Filing o
December 8, 2021	8-K	Entry into a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
November 10, 2021	CORRESP	November 10, 2021 November 10, 2021 Via EDGAR Transmission United States Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.
November 2, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
November 2, 2021	EX-10.2	Offer Letter, dated September 1, 2021, by and between the Registrant and Linda Shapiro Manning, M.D. Exhibit 10.2 September 1, 2021 RE: Chief Medical Officer Appointment Dear Linda, Congratulations on your promotion to Chief Medical Officer with Rhythm Pharmaceuticals, Inc. (referred to in this letter as ?Rhythm? or the ?Company?) effective September 10, 2021, reporting to David Meeker, President & Chief Executive Officer. Below you will find important information about your position, rewards and
November 2, 2021	EX-4.1	Amendment No. 1 to Amended and Restated Investors' Rights Agreement, dated January 25, 2021. Exhibit 4.1 ? RHYTHM PHARMACEUTICALS, INC. ? AMENDMENT NO. 1 TO AMENDED AND RESTATED INVESTORS? RIGHTS AGREEMENT ? This Amendment No. 1 to Amended and Restated Investors? Rights Agreement (this ?Amendment?) is entered into as of January 25, 2021, by and among Rhythm Pharmaceuticals, Inc., a Delaware corporation (the ?Company?), and the undersigned Investors (the ?Amending Investors?) party to that
November 2, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
November 2, 2021	EX-99.1	Rhythm Pharmaceuticals Reports Third Quarter 2021 Financial Results -- U.S. and EU regulatory filings submitted for IMCIVREE® (setmelanotide) for treatment of Bardet-Biedl and Alström syndromes; launch preparations underway -- -- Delivered a total of Exhibit 99.1 Rhythm Pharmaceuticals Reports Third Quarter 2021 Financial Results - U.S. and EU regulatory filings submitted for IMCIVREE? (setmelanotide) for treatment of Bardet-Biedl and Alstr?m syndromes; launch preparations underway - - Delivered a total of 22 presentations at three major medical conferences - - New presentations include first-ever data showing improvements in health-related qu
November 2, 2021	EX-1.2	Sales Agreement, dated as of November 2, 2021, by and between Rhythm Pharmaceuticals, Inc. and Cowen & Company, LLC. EX-1.2 2 tm2131565d2ex1-2.htm EXHIBIT 1.2 Exhibit 1.2 RHYTHM PHARMACEUTICALS, INC. $100,000,000 Common Stock SALES AGREEMENT November 2, 2021 Cowen and Company, LLC 599 Lexington Avenue New York, NY 10022 Ladies and Gentlemen: Rhythm Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows: 1. Issuanc
November 2, 2021	EX-4.3	Form of Indenture to be entered into between the Registrant and a trustee acceptable to the registrant. Exhibit 4.3 RHYTHM PHARMACEUTICALS, INC. INDENTURE Dated as of , 20 [] Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 4 Section 1.4. Rules of Construction 4 ARTICLE II. THE SECURITIES 5 Section 2.1. Issuable in Series 5 Section 2.2. Esta
November 2, 2021	S-3	As filed with the Securities and Exchange Commission on November 2, 2021 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on November 2, 2021 Registration No.
September 2, 2021	8-K	Regulation FD Disclosure UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commi
August 3, 2021	EX-10.1	Offer Letter, dated July 9, 2021, by and between the Registrant and Pamela Cramer Exhibit 10.1 July 9, 2021 Pamela Cramer 12 Charles Street Newburyport, MA 01950 Dear Pam, Congratulations on your offer of employment with Rhythm Pharmaceuticals, Inc. (referred to in this letter as ?Rhythm? or the ?Company?). I am confident you will find your career with Rhythm to be filled with opportunities, challenges and rewards. We take great pride in hiring professionals who have talent, dr
August 3, 2021	EX-99.1	Rhythm Pharmaceuticals Reports Second Quarter 2021 Financial Results -- Received European Commission authorization of IMCIVREE for treatment of obesity and control of hunger associated with POMC, PCSK1 and LEPR deficiencies – -- Setmelanotide selecte Exhibit 99.1 Rhythm Pharmaceuticals Reports Second Quarter 2021 Financial Results - Received European Commission authorization of IMCIVREE for treatment of obesity and control of hunger associated with POMC, PCSK1 and LEPR deficiencies ? - Setmelanotide selected for evaluation as a ?Highly Specialised Technology? by Great Britain?s National Institute for Health and Care Excellence ? - On track to
August 3, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
August 3, 2021	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
June 14, 2021	8-K	Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissi
May 3, 2021	EX-99.1	Rhythm Pharmaceuticals Reports First Quarter 2021 Financial Results -- First U.S. commercial sales of IMCIVREE™ (setmelanotide) completed late in first quarter – -- Late-breaking data presentations at ENDO 2021 demonstrated continued weight loss with Exhibit 99.1 Rhythm Pharmaceuticals Reports First Quarter 2021 Financial Results - First U.S. commercial sales of IMCIVREE? (setmelanotide) completed late in first quarter ? - Late-breaking data presentations at ENDO 2021 demonstrated continued weight loss with setmelanotide at up to nine months in HET obesity, as well as weight loss data in adults and BMI-Z reductions in adolescents with Bardet-B
May 3, 2021	10-Q	Quarterly Report - 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
May 3, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 3, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commissio
April 27, 2021	DEF 14A	Proxy Statement on Schedule 14A, filed with the SEC on April 27, 2021 TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted by Rul
April 27, 2021	DEFA14A	- DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin
April 23, 2021	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
March 16, 2021	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
March 8, 2021	SC 13G/A	SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) (Title of Class of Securities) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0145 Washington, D.
March 1, 2021	EX-10.15	Offer Letter, dated September 14, 2018, by and between the Registrant and Murray Stewart M.D. ? Exhibit 10.15 rhythm Rhythm Pharmaceuticals, Inc. 500 Boylston Street - 11th Floor Boston, MA 02116 Main Telephone: 617-585-2090 www.rhythmtx.com Sept 14, 2018 Dr. Murray Stewart Dear Murray: On behalf of Rhythm Pharmaceuticals, Inc., (the "Company" or "Rhythm"), I am pleased to set forth below the terms of your employment with the Company. Employment. You will be employed as Chief Medical Offic
March 1, 2021	EX-10.5	Summary of Non-Employee Director Compensation Policy Exhibit 10.5 Summary of Non-Employee Director Compensation Policy Under the Company?s non-employee director compensation policy, all non-employee directors will be paid an annual retainer fee of $45,000 and such additional fees as are set forth in the following table. All payments will be made quarterly in arrears. Non-Employee Director Annual Fee Lead Director $ 25,000 Non-Executive Chair $ 30,00
March 1, 2021	EX-21.1	List of Subsidiaries. ? Exhibit 21.1 ? Subsidiaries of Rhythm Pharmaceuticals, Inc. ? Entity Jurisdiction of Organization or Incorporation Rhythm Pharmaceuticals Limited ? Ireland Rhythm Securities Corp. Massachusetts
March 1, 2021	10-K	Annual Report - 10-K Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 1, 2021	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
March 1, 2021	EX-99.1	Rhythm Pharmaceuticals Reports Fourth Quarter and Full Year 2020 Financial Results -- Received FDA approval of IMCIVREE™ (setmelanotide), the first-ever therapy for chronic weight management in patients with obesity due to POMC, PCSK1 or LEPR deficie EX-99.1 2 tm218240d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Rhythm Pharmaceuticals Reports Fourth Quarter and Full Year 2020 Financial Results - Received FDA approval of IMCIVREE™ (setmelanotide), the first-ever therapy for chronic weight management in patients with obesity due to POMC, PCSK1 or LEPR deficiency - - Announced positive topline data from Phase 3 pivotal trial evaluating setmelanotide in
March 1, 2021	S-8	- FORM S-8 As filed with the Securities and Exchange Commission on March 1, 2021 Registration No.
March 1, 2021	EX-10.14	Offer Letter, dated May 10, 2018, by and between the Registrant and Simon D. Kelner. ? Exhibit 10.14 rhythm Rhythm Pharmaceuticals, Inc. 500 Boylston Street - 11th Floo!" Boston, MA 02116 Main Telephone: 617-585-2090 www.rhythmtx.com May 10, 2018 Simon Kelner Dear Simon: On behalf of Rhythm Pharmaceuticals, Inc., (the "Company" or "Rhythm"), I am pleased to set forth below the terms of your employment with the Company. Employment. You will be employed as Chief Human Resources Offi
March 1, 2021	EX-10.16	Offer Letter, dated September 25, 2020, by and between the Registrant and Jennifer Chien. Exhibit 10.16 ? September 25, 2020 Jennifer Chien Dear Jennifer, Congratulations on your offer of employment with Rhythm Pharmaceuticals (also referred to in this letter as the "Company"). I run confident you will find your career with Rhythm to be filled with opportunities, challenges and rewards. We take great pride in hiring professionals who have talent, drive, creativity and commitment and we
February 16, 2021	SC 13G/A	SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No. 2)* SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 Under the Securities Exchange Act of 1934 (Amendment No.
February 16, 2021	SC 13G/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class o UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat
February 12, 2021	SC 13G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. _____) RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) (CUSIP Num SC 13G 1 rhythm.htm OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2020 (Date of Event Whi
February 12, 2021	SC 13G/A	SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Rhythm Pharmaceuticals, Inc. (Name of Issuer) (Title of Class of Securities) (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) UNITED STATES OMB APPROVAL SECURITIES AND EXCHANGE COMMISSION OMB Number: 3235-0145 Washington, D.
February 12, 2021	SC 13G/A	SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2) * Rhyth SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No.
February 5, 2021	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 4, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation or org
February 5, 2021	424B5	5,000,000 Shares RHYTHM PHARMACEUTICALS, INC. Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-228323 PROSPECTUS SUPPLEMENT (To Prospectus dated November 9, 2018) 5,000,000 Shares RHYTHM PHARMACEUTICALS, INC. Common Stock We are offering 5,000,000 shares of our common stock. Our common stock is listed on The Nasdaq Global Market under the symbol “RYTM.” On February 3, 2021, the last reported sale price for our common
February 5, 2021	EX-1.1	Underwriting Agreement, dated as of February 4, 2021, between Rhythm Pharmaceuticals, Inc. and Morgan Stanley & Co. LLC, BofA Securities, Inc., Cowen and Company, LLC and Stifel, Nicolaus & Company, Incorporated, as representatives of the underwriters named therein. EX-1.1 2 tm213890d5ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 EXECUTION VERSION 5,000,000 Shares Rhythm Pharmaceuticals, Inc. Common Stock ($0.001 par value) UNDERWRITING AGREEMENT February 4, 2021 February 4, 2021 Morgan Stanley & Co. LLC BofA Securities, Inc. Cowen and Company, LLC Stifel, Nicolaus & Company, Incorporated c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o BofA Securi
February 4, 2021	SC 13G/A	SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* RHYTHM PHARMACEUTICALS, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 76243J105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whic
February 3, 2021	8-K	Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 3, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation or org
February 3, 2021	8-K	Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 2, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
February 3, 2021	EX-99.1	© Rhythm® Pharmaceuticals, Inc. All rights reserved. ® February 2021 Rhythm Pharmaceuticals Targeting MC4R pathway and transforming the care of patients with rare genetic diseases of obesity Exhibit 99.1 © Rhythm® Pharmaceuticals, Inc. All rights reserved. ® February 2021 Rhythm Pharmaceuticals Targeting MC4R pathway and transforming the care of patients with rare genetic diseases of obesity ® 2 This presentation contains certain statements that are forward - looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
February 3, 2021	424B5	Subject to completion, dated February 3, 2021 TABLE OF CONTENTS The information in this preliminary prospectus supplement and the accompanying prospectus, relating to an effective registration statement under the Securities Act of 1933, as amended, is not complete and may be changed.
January 5, 2021	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2021 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commi
January 5, 2021	EX-2.1	Asset Purchase Agreement, dated January 5, 2021, between the Registrant and Alexion Pharmaceuticals, Inc. EX-2.1 2 tm211725d1ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 Execution Version ASSET PURCHASE AGREEMENT BY AND BETWEEN Alexion Pharmaceuticals, Inc. AND Rhythm Pharmaceuticals, Inc. January 5, 2021 ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of January 5, 2021 (the “Effective Date”), by and between Alexion Pharmaceuticals, Inc., a corporation organ
January 4, 2021	8-K/A	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2020 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of
December 11, 2020	EX-3.1	Amended and Restated Bylaws. Exhibit 3.1 RHYTHM PHARMACEUTICALS, INC. AMENDED AND RESTATED BYLAWS Article I. — General. 1.1. Offices. The registered office of Rhythm Pharmaceuticals, Inc. (the “Company”) shall be in the City of Wilmington, County of New Castle, State of Delaware. The Company may also have offices at such other places both within and without the State of Delaware as the board of directors of the Company (the “
December 11, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 9, 2020 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
November 2, 2020	10-Q	Quarterly Report - 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223
November 2, 2020	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2020 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Comm
November 2, 2020	EX-10.1	Offer Letter, dated September 4, 2020, by and between the Registrant and Yann Mazabraud. EXHIBIT 10.01 CONTRAT DE TRAVAIL A DUREE INDETERMINEE ENTRE : Rhythm Pharmaceuticals, Inc. société de droit étranger non établie en France, dont le siège social est situé 222 Berkeley Street, Suite 1200, Boston, MA 02116 (Etats Unis) dûment représentée par David Meeker, MD en qualité de Président & CEO, ci-après désignée la « Société », « l’Employeur » ou « Rhythm », D'UNE PART, ET : Monsieur Yann
November 2, 2020	EX-99.1	Rhythm Pharmaceuticals Reports Third Quarter 2020 Financial Results -- NDA for setmelanotide for POMC and LEPR deficiency obesities under review, with PDUFA goal date of November 27, 2020 -- -- Appointed Jennifer Chien and Yann Mazabraud to co-lead g Exhibit 99.1 Rhythm Pharmaceuticals Reports Third Quarter 2020 Financial Results - NDA for setmelanotide for POMC and LEPR deficiency obesities under review, with PDUFA goal date of November 27, 2020 - - Appointed Jennifer Chien and Yann Mazabraud to co-lead global integrated commercial strategies – - On track to announce topline data from pivotal Phase 3 trial in Bardet-Biedl and Alström syndrome
November 2, 2020	EX-10.2	Separation Agreement, dated September 30, 2020, between Rhythm Pharmaceuticals, Inc. and Nithya Desikan. Exhibit 10.2 Separation Agreement and Release This Separation Agreement and Release (“Agreement”) is made by and between Nithya Desikan (“Executive”) and Rhythm Pharmaceuticals, Inc. (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”). WHEREAS, the Parties have previously entered into an employment offer letter agreement, dated as of September 13, 2
September 16, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events - FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 14, 2020 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Co
August 3, 2020	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2020 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commis
August 3, 2020	EX-99.1	Rhythm Pharmaceuticals Reports Second Quarter 2020 Financial Results -- Appointed David Meeker, M.D., as President and Chief Executive Officer – -- FDA granted rare pediatric disease designations for setmelanotide for the treatment of POMC and LEPR d Exhibit 99.1 Rhythm Pharmaceuticals Reports Second Quarter 2020 Financial Results - Appointed David Meeker, M.D., as President and Chief Executive Officer – - FDA granted rare pediatric disease designations for setmelanotide for the treatment of POMC and LEPR deficiency obesities - - Submitted MAA to EMA for setmelanotide in POMC and LEPR deficiency obesities - - Received FDA acceptance of NDA for
August 3, 2020	EX-10.1	Second Amendment to Development and Manufacturing Services Agreement, dated July 15, 2020, by and between the Registrant and Corden Pharma Brussels S.A. Exhibit 10.1 Certain information marked as [***] has been excluded from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. AMENDMENT NO. 2 TO DEVELOPMENT AND MANUFACTURING SERVICES AGREEMENT Amendment No. 2 to Development and Manufacturing and Services Agreement effective as of July 15, 2020 (the “Amendment No. 2”), between RHYTHM PHARMA
August 3, 2020	10-Q	Quarterly Report - 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-38223 RHYT
July 21, 2020	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2020 RHYTHM PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38223 46-2159271 (State or other jurisdiction of incorporation) (Commiss
July 21, 2020	EX-10.1	Offer Letter, dated July 16, 2020, between Rhythm Pharmaceuticals, Inc. and David P. Meeker, M.D. Exhibit 10.1 July 16, 2020 David P. Meeker, M.D. Dear David: On behalf of Rhythm Pharmaceuticals, Inc., (the “Company” or “Rhythm”), I am pleased to offer you employment with the Company on the following terms. Employment. I am pleased to offer you the position of President & CEO, beginning July 20, 2020 (the “Start Date”), reporting to the Board of Directors. You will be responsible for performin
June 26, 2020	EX-99.A	Joint Filing Statement EX-99.A Exhibit A Joint Filing Statement I, the undersigned, hereby express my agreement that the attached Schedule 13D (and any amendments thereto) relating to the beneficial ownership by the undersigned of the equity securities of Rhythm Pharmaceuticals, Inc. is filed on behalf of each of the undersigned. Date: June 26, 2020 MPM BIOVENTURES V GP LLC By: MPM BioVentures V LLC, its Managing Member

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