PERPETUA RESOURCES CORP.·4

Feb 17, 8:09 PM ET

Lyon Mckinsey Margaret 4

4 · PERPETUA RESOURCES CORP. · Filed Feb 17, 2026

Research Summary

AI-generated summary of this filing

Updated

Perpetua (PPTA) SVP Margaret Lyon Mckinsey Sells Shares

What Happened

  • Margaret Lyon Mckinsey, Senior Vice President, External Affairs (Perpetua Resources Idaho, Inc., a Perpetua subsidiary), reported sales on Feb 12, 2026 and a conversion/exercise on Feb 16, 2026. She sold 6,270 shares at a weighted average price of $27.54 (proceeds ~$172,676) and 37,452 shares at a weighted average price of $27.58 (proceeds ~$1,032,926), totaling roughly $1.206M. On Feb 16 she also had an exercise/conversion (reported as code M) that resulted in 13,636 shares being acquired and simultaneously recorded as disposed (reported at $0), consistent with a settlement/conversion event.
  • These sales were made to cover tax withholding obligations related to equity awards (restricted share units and performance share units) that vested and were settled in common shares.

Key Details

  • Transaction dates & prices:
    • 2026-02-12: Sale of 6,270 shares @ $27.54 (≈ $172,676) — weighted average
    • 2026-02-12: Sale of 37,452 shares @ $27.58 (≈ $1,032,926) — weighted average
    • 2026-02-16: Exercise/conversion (M) — 13,636 shares acquired and 13,636 shares reported disposed at $0 (settlement/conversion)
  • Total cash proceeds from the reported sales: ≈ $1.2056 million.
  • Shares owned after the transactions: not specified in the provided filing extract.
  • Notable footnotes:
    • Sales on Feb 12 were to cover tax withholding in connection with RSUs and Performance Share Units that vested and were settled in common shares (Footnotes F1, F3).
    • Reported sale prices are weighted averages; actual sale prices ranged roughly between $27.39 and $27.93 (conversion to USD and ranges noted in F2/F4).
    • Footnote F5/F6 indicate RSUs vested and were settled on Feb 16 and that certain RSUs were originally granted on Feb 16, 2024.
  • Filing: Form 4 filed on 2026-02-17 reporting transactions through Feb 16, 2026.

Context

  • The Feb 12 sales were routine tax-withholding dispositions following vesting of equity awards — common for insiders and not necessarily a signal of negative views on the company.
  • The Feb 16 M-code entry reflects conversion/exercise/settlement of equity awards (RSUs/derivatives). The simultaneous acquisition and $0 disposal often reflects settlement mechanics (shares issued and then used to satisfy withholding or returned in settlement), not an open-market sale for cash.
  • As with all insider activity, purchases tend to be more informative than withholding sales; these transactions appear to be administrative in nature.

Insider Transaction Report

Form 4
Period: 2026-02-12
Lyon Mckinsey Margaret
(See remarks (5))
Transactions
  • Sale

    Common Shares

    [F1][F2]
    2026-02-12$27.54/sh6,270$172,676169,562 total
  • Sale

    Common Shares

    [F3][F4]
    2026-02-12$27.58/sh37,452$1,032,926132,110 total
  • Exercise/Conversion

    Common Shares

    [F5]
    2026-02-16+13,636145,746 total
  • Exercise/Conversion

    Restricted Share Units

    [F5][F6]
    2026-02-1613,63634,607 total
    Common Shares (13,636 underlying)
Footnotes (6)
  • [F1]The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the settlement of Restricted Share Units, which vested on February 10, 2026, and were settled in Common Shares of the Issuer.
  • [F2]The sale price included on this Form 4 is a weighted average price and 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 February 6, 2026, of C$1.3644 = US$1.00. These shares were sold in multiple transactions at prices ranging from US$27.40 to US$27.69, 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 ranges set forth in this footnote (2).
  • [F3]The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the settlement of Performance Share Units, which vested on February 11, 2026, when certification of the applicable performance measures occurred, and were settled in Common Shares of the Issuer following such certification.
  • [F4]The sale price included on this Form 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from US$27.39 to US$27.93, 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 ranges set forth in this footnote (4).
  • [F5]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 16, 2026 were settled in Common Shares of the Issuer.
  • [F6]On February 16, 2024, the reporting person was granted 40,910 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.
Signature
/s/ Tanya Nelson, as attorney-in-fact for Mckinsey Lyon|2026-02-17

Documents

1 file
  • 4
    tm266687-1_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT