PTC Therapeutics (PTCT) CEO logs RSU vesting and automatic tax share sale

Rhea-AI Filing Summary

PTC Therapeutics CEO Matthew B. Klein reported routine equity compensation activity and a related tax sale. He acquired 12,500 shares of common stock through earned restricted stock units tied to performance-based awards granted in December 2024. The company’s compensation committee certified achievement of a pre-established milestone as of March 11, 2026, causing these units to be earned.

Of the earned units, 6,500 shares vested immediately on March 11, 2026, with the remaining 6,500 scheduled to vest on March 11, 2027. On March 12, 2026, 2,662 shares were automatically sold at $64.08 per share under a pre-set “sell to cover” election to satisfy tax withholding obligations. Following these transactions, Klein directly holds 396,920 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^*

Klein Matthew B.

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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	03/11/2026		A		12,500(1)	A	$0	399,582	D
Common Stock	03/12/2026		S(2)		2,662	D	$64.08	396,920	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 the number of shares of the Issuer's common stock underlying restricted stock units ("RSUs") earned upon the vesting of performance-based restricted stock units ("PSUs") granted in December 2024. The Issuer's compensation committee of the board of directors certified the Issuer's achievement of a pre-established milestone set forth in the PSUs, as of March 11, 2026, which resulted in the reported RSUs being earned. Each earned RSU represents the contingent right to receive one share of the Issuer's common stock upon vesting. The earned RSUs immediately vested as to 6,500 shares on March 11, 2026 in connection with being earned and are scheduled to vest with respect to the remaining 6,500 shares on March 11, 2027.

2. Represents shares automatically sold pursuant to an irrevocable sell to cover election entered into upon acceptance of the RSU grant to satisfy tax withholding obligations in connection with the vesting of the earned RSUs with respect to 6,500 shares on March 11, 2026.

	/s/ Avraham S. Adler, Attorney-in-Fact	03/13/2026
	** 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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FAQ

What insider transactions did PTC Therapeutics (PTCT) CEO Matthew B. Klein report?

Matthew B. Klein reported earning 12,500 restricted stock units tied to performance-based awards, with 6,500 vesting immediately and 6,500 vesting on March 11, 2027. He also reported an automatic sale of 2,662 shares to cover tax withholding obligations related to the vesting.

How many PTC Therapeutics (PTCT) shares did the CEO sell, and at what price?

Klein reported an automatic sale of 2,662 shares of PTC Therapeutics common stock at $64.08 per share. The sale was executed pursuant to an irrevocable sell-to-cover election to satisfy tax withholding obligations arising from the vesting of earned restricted stock units.

What performance milestone triggered the CEO’s restricted stock units at PTC Therapeutics (PTCT)?

The restricted stock units were earned when PTC Therapeutics’ compensation committee certified achievement of a pre-established milestone set forth in performance-based restricted stock units granted in December 2024. This certification occurred as of March 11, 2026, resulting in 12,500 RSUs being earned by the CEO.

How are the CEO’s newly earned PTC Therapeutics (PTCT) restricted stock units scheduled to vest?

Of the 12,500 earned restricted stock units, 6,500 vested immediately on March 11, 2026, in connection with being earned. The remaining 6,500 are scheduled to vest on March 11, 2027, with each restricted stock unit representing the right to receive one share of common stock.

How many PTC Therapeutics (PTCT) shares does the CEO hold after these transactions?

After the reported grant and the automatic tax-related sale, Matthew B. Klein directly holds 396,920 shares of PTC Therapeutics common stock. This figure reflects his position following both the vesting of earned restricted stock units and the sell-to-cover transaction for tax withholding.

Was the PTC Therapeutics (PTCT) CEO’s share sale a discretionary open-market trade?

The sale was described as shares automatically sold under an irrevocable sell-to-cover election entered into when accepting the RSU grant. It was executed to satisfy tax withholding obligations tied to RSU vesting, rather than as a discretionary open-market liquidation for portfolio reasons.