Form 4: Director Robert Dean Acquires Perpetua Resources DSUs

Perpetua Resources Corp. Director Robert Dean acquired 475 Deferred Share Units in lieu of a cash retainer, increasing his beneficial ownership to 64,464 DSUs.

Summary

• Director Robert Alan Dean acquired 475 Deferred Share Units (DSUs) of Perpetua Resources Corp. (PPTA) on December 23, 2025.
• These DSUs were received in lieu of a cash retainer for his service during the fourth quarter of 2025.
• Each DSU is equivalent to one common share of Perpetua Resources Corp. and is fully vested as of the grant date.
• The DSUs will be settled following Mr. Dean's separation from service.
• The value of each DSU was $27.7, based on the closing price of the Issuer's Common Shares on the Nasdaq Capital Market on December 22, 2025.
• Following this transaction, Mr. Dean beneficially owns a total of 64,464 Deferred Share Units.

Sentiment

Score: 6

Explanation: The filing reports a routine insider transaction where a director elected to receive equity compensation instead of cash, which is generally viewed positively as it aligns management interests with shareholders. However, it does not contain information significant enough to warrant a high score for overall company sentiment.

Positives

• Director Robert Alan Dean elected to receive Deferred Share Units (DSUs) instead of a cash retainer, indicating alignment of his interests with long-term shareholder value.
• The DSUs are fully vested as of the grant date, providing immediate equity exposure.

Negatives

• No specific negative points are identified in this routine insider transaction filing.

Risks

• No specific risks are mentioned in this Form 4 filing.

Future Outlook

The filing does not contain specific forward-looking statements or guidance beyond the settlement terms of the Deferred Share Units upon the reporting person's separation from service.

Management Comments

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

Industry Context

This routine insider transaction reflects a common practice in corporate governance where directors elect to receive equity-based compensation, such as Deferred Share Units, aligning their financial interests with the long-term performance of the company. This is a standard mechanism for director compensation across various industries, particularly in resource and mining sectors where long-term strategic vision is crucial.

Comparison to Industry Standards

• The practice of directors electing equity-based compensation like DSUs in lieu of cash is a widely accepted corporate governance standard, seen in companies like Barrick Gold (GOLD) or Newmont Corporation (NEM), where executive and director compensation often includes a significant equity component to foster alignment with shareholder interests.
• The valuation of DSUs based on the closing market price of common shares is a standard and transparent method, consistent with practices observed in other publicly traded companies.

Corporate Governance

Related Party Transactions

• The acquisition of Deferred Share Units by Director Robert Alan Dean in lieu of a cash retainer represents a compensation arrangement between a related party (director) and the issuer, consistent with the company's Omnibus Equity Incentive Plan.

Stakeholder Impact

• Shareholders: The election of equity compensation by a director can be seen as a positive signal, indicating confidence in the company's future and aligning management incentives with shareholder returns.
• Management/Directors: The transaction provides the director with a vested equity stake, linking their personal wealth to the company's performance.

Next Steps

• The Deferred Share Units will be settled following the reporting person's separation from service.

Key Dates

Recommendation

This Form 4 filing details a routine insider transaction where a director opted for equity compensation over cash. While this generally signals alignment of interests, it does not provide new fundamental information about the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as this filing alone does not present a compelling reason to buy or sell.

Keywords

Perpetua Resources, PPTA, Form 4, Insider Trading, Director Compensation, Deferred Share Units, DSU, Equity Incentive Plan, Beneficial Ownership