PTC INC. — Director's Dealing 2023

Feb 17, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PTC INC. (PTC)
CIK: 0000857005
Period of Report: 2023-02-16

Reporting Person: Moret Blake D. (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-16	Common Stock	S	3445	$131.6587	Disposed	7595199	Indirect
2023-02-16	Common Stock	S	4555	$132.6657	Disposed	7590644	Indirect
2023-02-16	Common Stock	M	2081	—	Acquired	14905	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-16	Restricted Stock Units	$	M	2081	Disposed		Common Stock (2081)	Direct
2023-02-16	Restricted Stock Units	$	A	1901	Acquired		Common Stock (1901)	Direct

Footnotes

F1: Shares sold pursuant to a pre-established 10b5-1(c) trading plan adopted on December 8, 2022.

F2: This transaction was executed in multiple trades at prices ranging from $131.09 to $132.0665. 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 $132.1099 to $133.0993. 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: These securities are held indirectly by Rockwell Automation, Inc. ("Rockwell Automation"). Mr. Moret is the Chief Executive Officer and Chairman of the Board of Directors of Rockwell Automation and, in these capacities, may be deemed to share voting and dispositive power with respect to the securities held by Rockwell Automation. Mr. Moret disclaims beneficial ownership of the securities held by Rockwell Automation, and the inclusion of these securities in this report shall not be deemed an admission by Mr. Moret of beneficial ownership of the reported securities for any purpose.

F5: Each restricted stock unit represents a contingent right to receive one share of PTC Inc. common stock.

F6: Time-based restricted stock units that vested on February 16, 2023.

F7: Time-based restricted stock units that vest on the earlier of the date of PTC's 2024 Annual Stockholder Meeting or March 15, 2024.

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