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PTC INC. Director's Dealing 2015

Nov 17, 2015

30223_dirs_2015-11-17_cb953b95-5ea7-40d5-9c49-47067d472724.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PTC INC. (PTC)
CIK: 0000857005
Period of Report: 2015-11-15

Reporting Person: HEPPELMANN JAMES E (Director, President and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2015-11-15 Common Stock M 265639 Acquired 799148 Direct
2015-11-15 Common Stock F 120967 $35.16 Disposed 678181 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2015-11-15 Restricted Stock Units $ M 60323 Disposed Common Stock (60323) Direct
2015-11-15 Restricted Stock Units $ M 59654 Disposed Common Stock (59654) Direct
2015-11-15 Restricted Stock Units $ M 75024 Disposed Common Stock (75024) Direct
2015-11-15 Restricted Stock Units $ M 49232 Disposed Common Stock (49232) Direct
2015-11-15 Restricted Stock Units $ M 21356 Disposed Common Stock (21356) Direct

Footnotes

F1: Tendered to Issuer to satisfy tax withholding obligations of Reporting Person incurred in connection with the vesting of 265,639 shares of the Reporting Person's restricted stock unit awards on November 15, 2015.

F2: Each restricted stock unit represents a contingent right to receive one share of PTC Inc. common stock.

F3: Performance-based RSUs awarded on October 1, 2010 that vested as to 120,028 RSUs on November 15, 2013, as to 120,027 RSUs on November 15, 2014 and as to 60,323 RSUs on November 15, 2015.

F4: RSUs awarded on October 1, 2010 that vested as to 59,654 RSUs on November 15, 2015.

F5: RSUs awarded on November 5, 2012 that vested in three substantially equal annual installments on November 15, 2013, 2014 and 2015.

F6: RSUs awarded on November 11, 2013 that vest in three substantially equal annual installments on November 15, 2014, 2015 and 2016.

F7: RSUs awarded on November 10, 2014 that vest in three substantially equal installments on November 15, 2015, 2016 and 2017.

F8: This amount represents the total number of derivative securities beneficially owned of the class shown.