Form 4: Perpetua Resources Director Acquires DSUs

Perpetua Resources Director Alexander Sternhell acquired 378 Deferred Share Units in lieu of a cash retainer, increasing his beneficial ownership to 55,587 DSUs.

Summary

• Alexander McLeod Sternhell, a Director of Perpetua Resources Corp. (PPTA), acquired 378 Deferred Share Units (DSUs).
• The transaction occurred on December 23, 2025.
• The DSUs were received in lieu of a cash retainer for his service during the fourth quarter of 2025.
• Each DSU entitles the holder to receive one common share of Perpetua Resources Corp. or, at the holder's election and subject to administrator approval, cash equal to the value thereof.
• The DSUs are fully vested as of the date of grant and will be settled following Sternhell'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, Alexander Sternhell beneficially owns 55,587 derivative securities (DSUs).

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as a director's election to receive equity compensation instead of cash indicates a commitment to the company's long-term performance and aligns their interests with shareholders. However, it is a routine compensation event and not a significant market-moving development.

Positives

• A Director elected to receive equity-based compensation (DSUs) instead of cash, which can signal increased alignment of management's interests with those of shareholders.
• The DSUs are fully vested as of the grant date, providing immediate equity interest.

Future Outlook

The acquired Deferred Share Units are fully vested as of the grant date and will be settled following the reporting person's separation from service.

Industry Context

It is a common practice in the industry for directors to receive a portion of their compensation in the form of equity or equity-linked instruments, such as Deferred Share Units, to align their interests with long-term shareholder value.

Comparison to Industry Standards

• The practice of compensating directors with equity, such as DSUs, is a standard corporate governance practice across many publicly traded companies, including those in the mining and resources sector.
• Companies like Barrick Gold (GOLD) and Newmont Corporation (NEM) also utilize equity-based compensation plans for their directors and executives to foster long-term alignment.

Corporate Governance

Related Party Transactions

• The acquisition of Deferred Share Units by Director Alexander Sternhell in lieu of a cash retainer constitutes a related party transaction, as it involves compensation from the company to a member of its board of directors.

Stakeholder Impact

• Shareholders: The transaction increases the director's equity stake, potentially enhancing alignment between the director's financial interests and shareholder value.
• Management: The use of equity compensation reinforces a culture of long-term performance and ownership among key personnel.

Next Steps

• Settlement of the Deferred Share Units will occur following Alexander Sternhell's separation from service with Perpetua Resources Corp.

Key Dates

Recommendation

This Form 4 reports a routine compensation event where a director elected to receive deferred share units instead of cash. While it slightly increases the director's equity alignment, it does not present new information that would fundamentally alter the investment thesis for Perpetua Resources Corp. Therefore, a 'hold' recommendation is appropriate as this filing does not provide a catalyst for a significant change in stock valuation.

Keywords

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