PTC INC. — Director's Dealing 2011

Mar 9, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PARAMETRIC TECHNOLOGY CORP (PMTC)
CIK: 0000857005
Period of Report: 2011-03-09

Reporting Person: CUNNINGHAM PAUL J (EVP Worldwide Sales)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-09	Restricted Stock Units	$	A	34100	Acquired		Common Stock (34100)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Parametric Technology Corporation common stock.

F2: Time-based restricted stock units that vest in three substantially equal increments on each of November 15, 2011, November 15, 2012, and November 15, 2013.