Form 4: Director Andrew Cole Boosts Perpetua Resources Stake

Perpetua Resources Director Andrew Cole acquired 368 Deferred Share Units, increasing his beneficial ownership to 23,130 units.

Summary

• Andrew Phillip Cole, a Director of Perpetua Resources Corp. (PPTA), acquired 368 Deferred Share Units (DSUs) on September 25, 2025.
• These DSUs were received in lieu of a cash retainer for his service during the third quarter of 2025.
• Each DSU entitles the holder to receive one common share of Perpetua Resources Corp. or, at the holder's election and administrator's approval, cash equal to its value upon settlement.
• The DSUs are fully vested as of the grant date and will be settled following his separation from service.
• The value per DSU was $18.86, based on the closing price of Perpetua Resources' Common Shares on the Nasdaq Capital Market on September 24, 2025.
• Following this transaction, Andrew Cole beneficially owns a total of 23,130 Deferred Share Units.

Sentiment

Score: 7

Explanation: A director choosing equity over cash for compensation is generally a positive signal of confidence in the company's future, though the transaction size is relatively small in the context of overall company valuation.

Positives

• A Director elected to receive equity (DSUs) instead of cash for compensation, indicating confidence in the company's future performance and aligning interests with shareholders.
• The acquired DSUs are fully vested as of the grant date, providing immediate equity interest.

Future Outlook

The Deferred Share Units will be settled following the reporting person's separation from service, aligning long-term interests with the company's performance.

Management Comments

• The Reporting Person elected to receive DSUs in lieu of a cash retainer for his service during the third quarter of 2025.

Industry Context

This insider transaction reflects a common corporate governance practice where directors receive equity-based compensation to align their interests with long-term shareholder value. This is a standard mechanism across various industries, including the resources sector, to attract and retain experienced board members.

Comparison to Industry Standards

• Receiving equity-based compensation like Deferred Share Units (DSUs) in lieu of cash is a common and accepted practice for directors in publicly traded companies, aiming to align their interests with long-term shareholder value.
• Many companies, particularly in the mining and resources sector like Perpetua Resources, utilize equity incentive plans to attract and retain experienced directors and executives.
• The valuation of DSUs based on the closing share price of the underlying common shares is a standard and transparent practice for such equity awards across the industry.

Corporate Governance

Stakeholder Impact

• Shareholders: Increased alignment of a director's interests with shareholder value through equity ownership, potentially fostering more long-term strategic decisions.
• Management: The director's compensation structure reinforces commitment to long-term company performance and growth.

Next Steps

• Settlement of the Deferred Share Units will occur following Andrew Cole's separation from service.

Key Dates

Recommendation

The filing reports a routine director compensation election where equity was chosen over cash. While this indicates confidence, it is not a significant open-market purchase that would warrant a 'buy' recommendation. It's a positive signal for alignment but does not fundamentally alter the investment thesis, thus a 'hold' is appropriate.

Keywords

Perpetua Resources, PPTA, Form 4, Insider Transaction, Director Compensation, Deferred Share Units, Equity Incentive Plan, Andrew Cole