PTC Therapeutics (PTCT) CMO auto-sells shares to cover RSU taxes

Rhea-AI Filing Summary

PTC Therapeutics EVP & Chief Medical Officer Lee Scott Golden reported an automatic sale of 2,484 shares of common stock. The shares were sold on February 18, 2026 in open-market transactions at a price of $69.36 per share.

According to the filing, the sale was executed under an irrevocable "sell to cover" election to satisfy tax withholding obligations tied to the vesting of previously granted restricted stock units (RSUs). After this transaction, Golden directly holds 89,944 shares of PTC Therapeutics common stock.

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).

X

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^*

Golden Lee Scott

(Last) (First) (Middle)

C/O PTC THERAPEUTICS, INC.

500 WARREN CORPORATE CENTER DRIVE

(Street)

WARREN NJ 07059

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PTC THERAPEUTICS, INC. [ PTCT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CHIEF MEDICAL OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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 Stock	02/18/2026		S		2,484(1)	D	$69.36	89,944	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

Explanation of Responses:

1. Represents shares automatically sold pursuant to an irrevocable sell to cover election entered into upon acceptance of the grant to satisfy tax withholding obligations in connection with the vesting of 5,000 RSUs from a February 15, 2024 grant of 20,000 RSUs and the vesting of 1,300 RSUs from a February 15, 2024 grant of 2,600 RSUs.

	/s/ Avraham S. Adler, Attorney-in-Fact	02/20/2026
	** 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).
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FAQ

What insider transaction did PTC Therapeutics (PTCT) report for Lee Scott Golden?

PTC Therapeutics reported that EVP & Chief Medical Officer Lee Scott Golden sold 2,484 shares of common stock. The sale occurred on February 18, 2026, and was executed as an automatic sell-to-cover transaction to meet tax withholding obligations on vested RSUs.

At what price were the PTCT shares sold in Lee Scott Golden’s Form 4 filing?

The 2,484 PTCT common shares were sold at $69.36 per share. This price reflects the open‑market sale value used in the automatic sell‑to‑cover transaction related to the vesting of restricted stock units granted in February 2024.

Why did PTC Therapeutics’ EVP execute this sale of 2,484 PTCT shares?

The sale was made under an irrevocable sell‑to‑cover election to satisfy tax withholding obligations. It was triggered by the vesting of 5,000 RSUs from a 20,000 RSU grant and 1,300 RSUs from a 2,600 RSU grant dated February 15, 2024.

How many PTCT shares does Lee Scott Golden own after this reported transaction?

Following the sale, Lee Scott Golden directly owns 89,944 shares of PTC Therapeutics common stock. This post‑transaction balance reflects his remaining direct holdings after the 2,484 shares were sold to cover tax withholding obligations on vested RSUs.

What type of transaction is shown in Lee Scott Golden’s PTCT Form 4 filing?

The filing shows an open‑market sale coded as “S” for 2,484 common shares. It is specifically described as an automatic sell‑to‑cover transaction entered into upon grant acceptance, used to pay tax withholding on the vesting of RSU awards.