Perpetua Resources (PPTA) officer reports new share and RSU awards

Rhea-AI Filing Summary

Perpetua Resources Corp. officer Lyon Mckinsey Margaret reported equity awards and RSU activity. On February 10, 2026, 11,310 restricted share units were exercised into 11,310 Common Shares, leaving 107,974 Common Shares directly held. On February 11, 2026, she acquired an additional 67,858 Common Shares and was granted 5,123 restricted share units at $0 per unit as equity awards. After these transactions, she directly held 175,832 Common Shares and 48,243 restricted share units, all under Perpetua’s Omnibus Equity Incentive Plan with RSUs vesting in stages through February 2029.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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

1. Name and Address of Reporting Person^*

Lyon Mckinsey Margaret

(Last) (First) (Middle)

405 S. 8TH STREET, STE 201

(Street)

BOISE ID 83702

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PERPETUA RESOURCES CORP. [ PPTA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	(See remarks (4))

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Shares	02/10/2026		M		11,310	A	(1)	107,974	D
Common Shares	02/11/2026		A		67,858	A	$0	175,832	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Share Units	(1)	02/10/2026		M			11,310	(2)	(2)	Common Shares	11,310	$0	43,120	D
Restricted Share Units	(3)	02/11/2026		A		5,123		(3)	(3)	Common Shares	5,123	$0	48,243	D

Explanation of Responses:

1. A restricted share unit ("RSU") entitles the holder to receive one Common Share (or cash equal to the value thereof) for each vested RSU. The RSUs that vested on February 10, 2026 were settled in Common Shares of the Issuer.

2. On February 10, 2023, the reporting person was granted 33,929 RSUs, which vest ratably on each of the first three anniversaries of the grant date, subject to the terms and conditions of the Perpetua Resources Corp. Omnibus Equity Incentive Plan.

3. A restricted share unit ("RSU") entitles the holder to receive one Common Share (or cash equal to the value thereof) for each vested RSU. The RSUs will vest ratably on February 16, 2027, 2028 and 2029, subject to the terms and conditions of the Perpetua Resources Corp. Omnibus Equity Incentive Plan.

Remarks:

(4) Senior Vice President, External Affairs at Perpetua Resources Idaho, Inc., a wholly owned subsidiary of Perpetua Resources Corp.

	/s/ Tanya Nelson, as attorney-in-fact for Mckinsey Lyon	02/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider activity did PPTA report for Lyon Mckinsey Margaret on this Form 4?

The Form 4 reports equity awards and RSU activity for Lyon Mckinsey Margaret, including an RSU conversion into Common Shares and new grants of Common Shares and restricted share units under Perpetua Resources Corp.’s Omnibus Equity Incentive Plan.

How many Perpetua Resources (PPTA) Common Shares does the officer hold after the transactions?

After the reported transactions, the officer directly holds 175,832 Common Shares. This total reflects 11,310 shares from RSU settlement on February 10, 2026 plus a 67,858-share equity award on February 11, 2026, combined with her prior holdings.

What restricted share unit (RSU) activity did PPTA disclose for the officer?

Perpetua disclosed that 11,310 RSUs vested and were settled in Common Shares on February 10, 2026 and that 5,123 new RSUs were granted on February 11, 2026, leaving the officer with 48,243 RSUs directly held afterward.

What are the vesting terms of the RSUs reported by Perpetua Resources (PPTA)?

RSUs granted on February 10, 2023 totaling 33,929 units vest ratably over three years. Additional RSUs will vest ratably on February 16, 2027, 2028, and 2029, all under the Perpetua Resources Corp. Omnibus Equity Incentive Plan.

Was cash paid for the Perpetua Resources (PPTA) share grants on February 11, 2026?

No cash was paid for these grants. The 67,858 Common Shares and 5,123 RSUs reported on February 11, 2026 were acquired at a stated price of $0 per share or unit as part of equity compensation awards.

What position does the reporting person hold within Perpetua Resources’ organization?

The reporting person serves as Senior Vice President, External Affairs at Perpetua Resources Idaho, Inc., which is a wholly owned subsidiary of Perpetua Resources Corp., linking her role directly to the company’s broader operations.