PTC INC. — Director's Dealing 2017

Mar 3, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PTC INC. (PTC)
CIK: 0000857005
Period of Report: 2017-03-01

Reporting Person: FERNANDEZ PHILLIP M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-01	Common Stock	M	13075	—	Acquired	13075	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-01	Restricted Stock Units	$	M	5604	Disposed		Common Stock (5604)	Direct
2017-03-01	Restricted Stock Units	$	M	7471	Disposed		Common Stock (7471)	Direct
2017-03-01	Restricted Stock Units	$	A	4484	Acquired		Common Stock (4484)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of PTC Inc. common stock.

F2: Time-based restricted stock units that vest in two substantially equal installments, the first installment of which vested on March 1, 2017 and the second installment of which will vest on the earlier of the date of the 2018 Annual Meeting of Stockholders and March 15, 2018.

F3: Time-based restricted stock units that vested on March 1, 2017.

F4: Time-based restricted stock units that vest on the earlier of the date of PTC Inc.'s 2018 Annual Stockholder Meeting or March 15, 2018.

F5: This amount represents the total number of derivative securities beneficially owned of the class shown.