[Form 4] PERPETUA RESOURCES CORP. Insider Trading Activity

Rhea-AI Filing Summary

Perpetua Resources director Jeffrey L. Malmen reported option exercises and related share sales. On January 5, 2026, he exercised director and employee stock options to acquire 20,000 and 9,500 Common Shares at an exercise price of $8.59 per share, with the original option prices set in Canadian dollars and converted to U.S. dollars using a stated exchange rate. The options had vested in equal annual installments from January 20, 2021 through January 20, 2024.

On the same day, he sold 10,181 Common Shares at a weighted average price of $26.34 per share and, on January 6, 2026, sold an additional 5,000 Common Shares at a weighted average price of $26.57 per share. The filing explains that the January 5 sales were made to cover the option exercise price and that the January 6 sales were made to cover taxes related to the option exercise. Following these transactions, he directly owned 14,319 Common Shares.

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

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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^*

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)
01/05/2026

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	01/05/2026		X		20,000	A	$8.59(1)	20,000	D
Common Shares	01/05/2026		X		9,500	A	$8.59(1)	29,500	D
Common Shares	01/05/2026		S		10,181	D	$26.34(2)	19,319	D
Common Shares	01/06/2026		S		5,000	D	$26.57(3)	14,319	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
Director and Employee Stock Option (right to buy)	$8.59(1)	01/05/2026		X			20,000	(4)	01/20/2026	Common Shares	20,000	$0	0	D
Director and Employee Stock Option (right to buy)	$8.59(1)	01/05/2026		X			9,500	(5)	01/20/2026	Common Shares	9,500	$0	0	D

Explanation of Responses:

1. The exercise price of the stock option of CAD $11.80 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on January 2, 2026, of C$1.3738 = US$1.00.

2. The sale price of the stock option of CAD $36.18 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on January 2, 2026, of C$1.3738 = US$1.00. The sale price of CAD $36.18 is a weighted average price. These shares were sold in multiple transactions at prices ranging from CAD $36.05 to CAD $36.31, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares sold at each separate price within the range set forth in this footnote (2). These shares represent shares sold to cover option exercise price.

3. The sale price of the stock option of CAD $36.50 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on January 2, 2026, of C$1.3738 = US$1.00. The sale price of CAD $36.50 is a weighted average price. These shares were sold in multiple transactions at prices ranging from CAD $36.41 to CAD $36.71, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of Common Shares sold at each separate price within the range set forth in this footnote (3). These shares represent shares sold to cover payment of taxes relating to the option exercise.

4. The stock option, representing a right to purchase a total of 20,000 Common Shares, became exercisable as to 5,000 Common Shares on January 20, 2021, as to 5,000 Common Shares on January 20, 2022, as to 5,000 Common Shares on January 20, 2023, and as to the remaining 5,000 on January 20, 2024.

5. The stock option, representing a right to purchase a total of 9,500 Common Shares, became exercisable as to 2,375 Common Shares on January 20, 2021, as to 2,375 Common Shares on January 20, 2022, as to 2,375 Common Shares on January 20, 2023, and as to the remaining 2,375 on January 20, 2024.

	/s/ Tanya Nelson, as attorney-in-fact for Jeffrey L Malmen	01/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider activity did PPTA director Jeffrey L. Malmen report?

Jeffrey L. Malmen, a director of Perpetua Resources Corp. (PPTA), reported exercising stock options and selling Common Shares. He exercised options for 20,000 and 9,500 Common Shares and reported subsequent sales of 10,181 shares on January 5, 2026 and 5,000 shares on January 6, 2026.

At what prices were the Perpetua Resources (PPTA) options exercised and shares sold?

The director exercised options at an exercise price of $8.59 per share, converted from CAD $11.80 using a specified exchange rate. He sold 10,181 Common Shares at a weighted average price of $26.34 per share and 5,000 Common Shares at a weighted average price of $26.57 per share, with both sale prices converted from Canadian dollar amounts.

Why did the Perpetua Resources (PPTA) director sell shares after exercising options?

The filing states that the shares sold at the weighted average price corresponding to CAD $36.18 were sold to cover the option exercise price, and the shares sold at the weighted average price corresponding to CAD $36.50 were sold to cover payment of taxes related to the option exercise.

How many Perpetua Resources (PPTA) shares does the director own after these transactions?

After the reported option exercises and share sales, Jeffrey L. Malmen is shown as directly owning 14,319 Common Shares of Perpetua Resources Corp.

What were the vesting terms of the Perpetua Resources (PPTA) stock options exercised?

One stock option grant covered 20,000 Common Shares, vesting in four equal installments of 5,000 shares each on January 20 of 2021, 2022, 2023, and 2024. A second grant covered 9,500 Common Shares, vesting in four equal installments of 2,375 shares on the same January 20 dates from 2021 through 2024.

How were Canadian dollar amounts converted to U.S. dollars in this PPTA insider filing?

The filing explains that the exercise and sale prices originally denominated in Canadian dollars were converted to U.S. dollars using the daily average exchange rate from the Federal Reserve’s H.10 release on January 2, 2026, specified as C$1.3738 = US$1.00.