STOCK TITAN

Perpetua Resources Form 4 Shows 531 DSU Grant to Director Malmen

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Form 4 snapshot: On 06/25/2025, Perpetua Resources Corp. (PPTA) director Jeffrey L. Malmen acquired 531 Deferred Share Units (DSUs) through the company’s Omnibus Equity Incentive Plan. Each DSU represents one common share (or cash of equal value) and is fully vested at grant. The award, taken in lieu of a Q2-2025 cash retainer, was valued at $13.09 per unit, reflecting the 06/24/2025 Nasdaq closing price.

After the grant, Malmen’s direct beneficial ownership stands at 55,529 DSUs. No shares were sold and no non-derivative transactions were reported. Settlement will occur only after the director separates from service.

This filing records a routine compensation election rather than a discretionary market purchase, so it carries limited valuation impact. Nonetheless, the additional equity marginally deepens insider alignment without creating dilution.

Positive

  • Director converted cash retainer into equity, signaling long-term alignment with shareholders.
  • No insider sales reported, maintaining a net increase in insider ownership.

Negative

  • None.

Insights

TL;DR: Routine DSU grant; negligible financial impact, mild insider-alignment positive.

The 531-unit DSU award—worth roughly US$7 thousand—represents just 1% of Malmen’s existing 55.5 k stake and an immaterial slice of PPTA’s 65 million-share float. Because the grant substitutes for cash compensation, no incremental cash outlay or dilution occurs. Investors tracking insider sentiment may view the director’s preference for equity as a modest positive signal, but the size is too small to influence valuation or liquidity. I classify the disclosure as neutral for share-price outlook.

TL;DR: Equity-for-cash swap improves alignment; governance practices intact.

Electing DSUs over cash is good governance, linking director pay to long-term performance. The grant vests immediately but cannot be settled until board departure, encouraging a multi-year horizon. No red flags appear: Rule 10b5-1 status is unmarked, and ownership is reported as direct, satisfying Section 16 transparency. While positive for alignment optics, the economic magnitude is minor, so I rate investor impact as neutral.

Insider Malmen Jeffrey L
Role Director
Type Security Shares Price Value
Grant/Award Deferred Share Units 531 $13.09 $7K
Holdings After Transaction: Deferred Share Units — 55,529 shares (Direct)
Footnotes (1)
  1. A deferred share unit ("DSU") entitles the holder to receive one common share of Perpetua Resources Corp. (the "Issuer") (or, at the election of the holder and subject to the approval of the administrator of the Issuer's Omnibus Equity Incentive Plan, cash equal to the value thereof on the date of settlement) for each DSU. The Reporting Person elected to receive DSUs in lieu of a cash retainer for his service during the second quarter of 2025. The DSUs are fully vested as of the date of grant and will be settled following the reporting person's separation from service. Based on the closing price of the Issuer's Common Shares on the Nasdaq Capital Market on June 24, 2025.
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Malmen Jeffrey L

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025
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
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
Deferred Share Units (1) 06/25/2025 A 531 (1) (1) Common Shares 531 $13.09(2) 55,529 D
Explanation of Responses:
1. A deferred share unit ("DSU") entitles the holder to receive one common share of Perpetua Resources Corp. (the "Issuer") (or, at the election of the holder and subject to the approval of the administrator of the Issuer's Omnibus Equity Incentive Plan, cash equal to the value thereof on the date of settlement) for each DSU. The Reporting Person elected to receive DSUs in lieu of a cash retainer for his service during the second quarter of 2025. The DSUs are fully vested as of the date of grant and will be settled following the reporting person's separation from service.
2. Based on the closing price of the Issuer's Common Shares on the Nasdaq Capital Market on June 24, 2025.
/s/ Tanya Nelson, as attorney-in-fact for Jeffrey Malmen 06/26/2025
** 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

How many Deferred Share Units did PPTA director Jeffrey Malmen receive?

He acquired 531 DSUs on 06/25/2025.

What was the valuation price for the DSU grant?

The DSUs were priced at $13.09, the Nasdaq closing price on 06/24/2025.

What is Malmen’s total PPTA equity holding after this transaction?

His direct beneficial ownership increased to 55,529 DSUs.

Why were DSUs issued instead of a cash retainer?

Malmen elected equity compensation for his Q2-2025 board service to align interests with shareholders.

Does the filing report any insider selling of PPTA shares?

No; the Form 4 only shows an acquisition of DSUs.