Perpetua Resources (PPTA) Director Granted 368 Deferred Share Units

Rhea-AI Filing Summary

Jeffrey L. Malmen, a director of Perpetua Resources Corp. (PPTA), received 368 deferred share units (DSUs) on 09/25/2025 in lieu of a cash retainer for Q3 2025. Each DSU converts to one common share (or, subject to plan administrator approval, cash equal to the share value at settlement). The DSUs are fully vested on grant and will be settled after the reporting person's separation from service. The filing states the grant value was calculated using the Nasdaq closing price of $18.86 on 09/24/2025. After the grant, the reporting person beneficially owned 55,897 common shares. The Form 4 was executed by an attorney-in-fact and dated 09/26/2025.

Positive

• Director elected equity compensation (368 DSUs) in lieu of cash, aligning pay with shareholder value
• DSUs are fully vested on grant, providing immediate benefit certainty to the reporting person
• Clear settlement terms disclosed: one DSU equals one common share or cash at settlement subject to plan administrator approval
• Filing discloses post-grant beneficial ownership of 55,897 shares, improving transparency

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director equity compensation; modest equity grant with clear settlement terms, no immediate dilution disclosed.

The 368 DSU grant is a standard non-cash director compensation election and is fully vested on grant, implying no future service-based vesting conditions. Using the $18.86 closing price yields an implied grant value of roughly $6,944, which is immaterial relative to a typical public company capitalization but is meaningful for director compensation disclosure. The filing discloses the post-grant beneficial ownership of 55,897 shares, which helps investors track insider alignment with shareholder interests. No derivative exercises, sales, or unusual transaction codes are present.

Corporate Governance Expert

TL;DR: Governance practice appears standard: DSUs in lieu of cash retainer, vested at grant, settled upon separation.

The election to receive DSUs rather than cash is a common governance mechanism to align director pay with shareholder outcomes and to defer taxation. The filing clearly states settlement provisions and that settlement is contingent on separation from service, with cash settlement as an administrative election alternative. The Form 4 is properly executed by an attorney-in-fact. The disclosure is complete for a Section 16 transaction and raises no immediate governance red flags based on the provided details.

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).

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)
09/25/2025

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)	09/25/2025		A		368		(1)	(1)	Common Shares	368	$18.86(2)	55,897	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 third 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 September 24, 2025.

	/s/ Tanya Nelson, as attorney-in-fact for Jeffrey Malmen	09/26/2025
	** 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

What did PPTA director Jeffrey Malmen receive on 09/25/2025?

He received 368 deferred share units (DSUs) on 09/25/2025, granted in lieu of a cash retainer for Q3 2025.

How many Perpetua Resources (PPTA) shares does Malmen beneficially own after the transaction?

The Form 4 reports 55,897 common shares beneficially owned following the DSU grant.

Are the DSUs vested and when will they be settled for PPTA?

The DSUs are fully vested on the date of grant and will be settled following the reporting person's separation from service.

What valuation was used for the DSU grant in the PPTA Form 4?

The grant value was based on the Nasdaq closing price of $18.86 on 09/24/2025.

Was the Form 4 for PPTA signed by the reporting person?

The form was executed by an attorney-in-fact, Tanya Nelson, on behalf of Jeffrey Malmen and dated 09/26/2025.