PTC INC. — Director's Dealing 2021

Nov 18, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PTC INC. (PTC)
CIK: 0000857005
Period of Report: 2021-11-16

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-11-16	Common Stock	S	1137	$119.8538	Disposed	35829	Direct
2021-11-16	Common Stock	S	1533	$120.6101	Disposed	34296	Direct
2021-11-16	Common Stock	S	1406	$122.075	Disposed	33890	Direct
2021-11-16	Common Stock	S	2988	$123.1595	Disposed	29902	Direct
2021-11-16	Common Stock	S	98	$123.6700	Disposed	29804	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-11-17	Restricted Stock Units	$	A	4701	Acquired		Common Stock (4701)	Direct
2021-11-17	Restricted Stock Units	$	A	4701	Acquired		Common Stock (4701)	Direct
2021-11-17	Restricted Stock Units	$	A	9403	Acquired		Common Stock (9403)	Direct

Footnotes

F1: Shares sold pursuant to a pre-established 10b5-1(c) trading plan.

F2: This transaction was executed in multiple trades at prices ranging from $119.28 to $120.245. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F3: This transaction was executed in multiple trades at prices ranging from $120.29 to $121.27. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F4: This transaction was executed in multiple trades at prices ranging from $121.6 to $122.54. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F5: This transaction was executed in multiple trades at prices ranging from $122.655 to $123.53. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F6: Each restricted stock unit represents a contingent right to receive one share of PTC Inc. common stock.

F7: Target performance-based RSUs that can be earned to the extent the cash flow performance-measure is met for each of the three performance periods. RSUs earned are eligible to vest in three substantially equal installments on November 15, 2022, 2023 and 2024.

F8: Target performance-based RSUs that can be earned to the extent the rTSR performance measure is met for FY24. RSUs earned will vest on November 15, 2024.

F9: Service-based RSUs that vest in three substantially equal installments on November 15, 2022, 2023 and 2024.

F10: This amount represents the total number of derivative securities beneficially owned of the class shown.