FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/01/2022 |
3. Issuer Name and Ticker or Trading Symbol
PERPETUA RESOURCES CORP. [ PPTA ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Director and Employee Stock Option (right to buy) | (1) | 01/20/2026 | Common Shares | 9,500 | $9.21(2) | D | |
Director and Employee Stock Option (right to buy) | (3) | 01/20/2026 | Common Shares | 20,000 | $9.21(4) | D | |
Deferred Share Units | (5) | (5) | Common Shares | 1,541 | (5) | D | |
Deferred Share Units | (5) | (5) | Common Shares | 1,265 | (5) | D | |
Deferred Share Units | (5) | (5) | Common Shares | 1,052 | (5) | D | |
Deferred Share Units | (5) | (5) | Common Shares | 1,616 | (5) | D |
Explanation of Responses: |
1. The stock option, representing a right to purchase a total of 9,500 common shares ("Common Shares") of Perpetua Resources Corp. (the "Issuer"), became exercisable as to 2,375 Common Shares on January 20, 2021, and becomes exercisable as to 2,375 Common Shares on January 20, 2022, and exercisable as to 2,375 Common Shares on January 20, 2023, with the remainder to vest on January 20, 2024, subject to the terms and conditions of the Issuer's 2011 Evergreen Incentive Stock Option Plan. |
2. The exercise price of the stock option of CAD$11.80 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 December 23, 2021 of C$1.2809 = US$1.00. |
3. The stock option, representing a right to purchase a total of 20,000 Common Shares, became exercisable as to 5,000 Common Shares on January 20, 2021, and becomes exercisable as to 5,000 Common Shares on January 20, 2022, and exercisable as to 5,000 Common Shares on January 20, 2023, with the remainder to vest on January 20, 2024, subject to the terms and conditions of the Issuer's 2011 Evergreen Incentive Stock Option Plan. |
4. The exercise price of the stock option of CAD$11.80 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 December 23, 2021 of C$1.2809 = US$1.00. |
5. A deferred share unit ("DSU") entitles the holder to receive one Common Share (or, at the election of the holder and subject to the approval of the plan administrator of the Issuer's Omnibus Equity Incentive Plan, cash equal to the value thereof on the date of settlement) for each DSU. The DSUs are fully vested as of the date of grant and will be settled following the reporting person's separation from service. |
Remarks: |
Exhibit List: Exhibit 24.1 - Power of Attorney |
/s/ Tanya Nelson, as attorney-in-fact for Jeff Malmen | 01/05/2022 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |