PTC INC. — Director's Dealing 2019

Nov 19, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PTC INC. (PTC)
CIK: 0000857005
Period of Report: 2019-11-15

Reporting Person: VON STAATS AARON C (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-11-15	Common Share	A	4611	—	Acquired	17959	Direct
2019-11-15	Common Shares	F	2048	$74.0900	Disposed	15911	Direct
2019-11-15	Common Shares	M	21611	—	Acquired	37522	Direct
2019-11-15	Common Stock	F	7578	$74.0900	Disposed	29944	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-11-15	Restricted Stock	$	M	4303	Disposed		Common Stock (4303)	Direct
2019-11-15	Restricted Stock Units	$	A	3858	Acquired		Common Stock (3858)	Direct
2019-11-15	Restricted Stock Units	$	M	3858	Disposed		Common Stock (3858)	Direct
2019-11-15	Restricted Stock Units	$	M	2117	Disposed		Common Stock (2117)	Direct
2019-11-15	Restricted Stock Units	$	M	3585	Disposed		Common Stock (3585)	Direct
2019-11-15	Restricted Stock Units	$	A	2061	Acquired		Common Stock (2061)	Direct
2019-11-15	Restricted Stock Units	$	M	2061	Disposed		Common Stock (2061)	Direct
2019-11-15	Restricted Stock Units	$	A	2213	Acquired		Common Stock (2213)	Direct
2019-11-15	Restricted Stock Units	$	M	2213	Disposed		Common Stock (2213)	Direct
2019-11-15	Restricted Stock Units	$	M	3474	Disposed		Common Stock (3474)	Direct

Footnotes

F1: Bonus shares acquired upon satisfaction of performance conditions for FY 2019.

F2: Tendered to Issuer to satisfy tax withholding obligations of the Reporting Person incurred in connection with the vesting of the Reporting Person's restricted stock unit awards

F3: Each restricted stock unit represents a contingent right to receive one share of PTC Inc. common stock.

F4: RSUs granted on October 31, 2016 that vest in three substantially equal installments on November 15, 2017, 2018 and 2019.

F5: Performance-based RSUs granted on October 31, 2016 that could be earned only to the extent the established performance measure was met for the performance period ended September 30, 2019. The performance measure was met at 89.66% and 3858 RSU's were earned and vested.

F6: Aspirational performance-based RSUs granted on October 31, 2016 that could be earned only to the extent the established performance measure was met for the period ended September 30, 2017. The performance measure was met at 49.2% and 6,351 RSU's were earned. The RSU's earned vest in three substantially equal installments on November 15, 2017, 2018 and 2019.

F7: RSUs granted on November 15, 2017 that vest in three substantially equal installments on November 15, 2018, 2019 and 2020.

F8: Performance-based RSUs granted on November 14, 2018 that could be earned only to the extent the established performance measure was met for the performance period ended September 30, 2019. The performance measure was met at 59.33% and 2,061 RSUs were earned and vested.

F9: Performance-based RSUs granted on November 15, 2017 that could be earned only to the extent the established performance measure was met for the performance period ended September 30, 2019. The performance measure was met at 61.73% and 2,213 RSUs were earned and vested.

F10: RSUs granted on November 14, 2018 that vest in three substantially equal installments on November 15, 2019, 2020 and 2021.

F11: This amount represents the total number of derivative securities beneficially owned of the class shown.