Jonathan Cherry at Perpetua Resources (PPTA) converts 12,725 RSUs to shares

Rhea-AI Filing Summary

Perpetua Resources Corp. director and officer Jonathan Cherry reported acquiring shares through the vesting of restricted share units (RSUs). On February 21, 2026, he exercised 12,725 RSUs at a price of $0.00 per unit, converting them into 12,725 Common Shares.

Each RSU entitles the holder to receive one Common Share or cash of equal value, and the vested RSUs were settled in Common Shares. These RSUs are part of a 38,174-unit grant awarded on February 21, 2025 that vests in three equal annual installments under the Perpetua Resources Corp. Omnibus Equity Incentive Plan. Following these transactions, Cherry holds 47,088 Restricted Share Units and 48,974 Common Shares, all reported as directly owned.

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^*

Cherry Jonathan

(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
X	Officer (give title below)		Other (specify below)
	(See remarks (3))

3. Date of Earliest Transaction (Month/Day/Year)
02/21/2026

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	02/21/2026		M		12,725	A	$0	48,974	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)	02/21/2026		M			12,725	(2)	(2)	Common Shares	12,725(1)	$0	47,088	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 21, 2026 were settled in Common Shares of the Issuer.

2. On February 21, 2025, the reporting person was granted 38,174 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.

Remarks:

(3) President and CEO.

	/s/ Tanya Nelson, as attorney-in-fact for Jonathan Cherry	02/24/2026
	** 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 transaction did Perpetua Resources (PPTA) disclose for Jonathan Cherry?

Perpetua Resources disclosed that director and officer Jonathan Cherry exercised 12,725 restricted share units on February 21, 2026. These RSUs were converted into an equal number of Common Shares at a price of $0.00 per share under an existing equity incentive grant.

How many Perpetua Resources RSUs did Jonathan Cherry exercise and at what price?

Jonathan Cherry exercised 12,725 restricted share units in Perpetua Resources at a price of $0.00 per unit. Each vested RSU entitled him to receive one Common Share, and the vested units were settled entirely in Common Shares of the issuer.

What are Jonathan Cherry’s Perpetua Resources share and RSU holdings after this Form 4?

After the reported transactions, Jonathan Cherry directly holds 48,974 Common Shares of Perpetua Resources and 47,088 Restricted Share Units. These figures reflect his updated ownership positions following the February 21, 2026 vesting and settlement of RSUs into Common Shares.

When were Jonathan Cherry’s Perpetua Resources RSUs originally granted and how do they vest?

Cherry was granted 38,174 restricted share units on February 21, 2025. According to the disclosure, these RSUs vest ratably on each of the first three anniversaries of the grant date under the Perpetua Resources Corp. Omnibus Equity Incentive Plan.

How do restricted share units (RSUs) work in Perpetua Resources’ equity plan?

Each Perpetua Resources restricted share unit entitles the holder to receive one Common Share or cash equal to its value for each vested RSU. In this case, the RSUs that vested on February 21, 2026 were settled in Common Shares of the company.

Is Jonathan Cherry’s Perpetua Resources RSU transaction a buy or a sale?

The transaction is reported as an exercise or conversion of derivative securities, not an open-market buy or sale. Cherry acquired Common Shares by converting vested RSUs, with no purchase price paid, under the company’s Omnibus Equity Incentive Plan.