SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Sayer Laurel

(Last)

(First)

(Middle)

405 S. 8TH STREET, STE 201

(Street)

BOISE

83702

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2022

3. Issuer Name and Ticker or Trading Symbol
PERPETUA RESOURCES CORP. [ PPTA ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See remarks.

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Shares	9,750	D
Common Shares	8,140	I	By spouse.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Director and Employee Stock Option (right to buy)	⁽¹⁾	01/05/2022	Common Shares	22,000	$6.95⁽²⁾	D
Director and Employee Stock Option (right to buy)	⁽³⁾	01/04/2023	Common Shares	12,000	$4.61⁽⁴⁾	D
Director and Employee Stock Option (right to buy)	⁽⁵⁾	01/04/2024	Common Shares	24,000	$7.57⁽⁶⁾	D
Director and Employee Stock Option (right to buy)	⁽⁷⁾	03/20/2024	Common Shares	25,000	$5.62⁽⁸⁾	D
Director and Employee Stock Option (right to buy)	⁽⁹⁾	01/01/2025	Common Shares	26,500	$4.84⁽¹⁰⁾	D
Director and Employee Stock Option (right to buy)	⁽¹¹⁾	01/20/2026	Common Shares	80,000	$9.21⁽¹²⁾	D

Explanation of Responses:

1. The stock option, representing a right to purchase a total of 22,000 common shares ("Common Shares") of Perpetua Resources Corp. (the "Issuer"), is fully exercisable as of the date hereof.

2. The exercise price of the stock option of CAD$8.90 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on December 23, 2021 of C$1.2809 = US$1.00.

3. The stock option, representing a right to purchase a total of 12,000 Common Shares, is fully exercisable as of the date hereof.

4. The exercise price of the stock option of CAD$5.90 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on December 23, 2021 of C$1.2809 = US$1.00.

5. The stock option, representing a right to purchase a total of 24,000 Common Shares, is fully exercisable as of the date hereof.

6. The exercise price of the stock option of CAD$9.70 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on December 23, 2021 of C$1.2809 = US$1.00.

7. The stock option, representing a right to purchase a total of 25,000 Common Shares, became exercisable as to 6,250 Common Shares on March 20, 2019, exercisable as to 6,250 Common Shares on March 20, 2020, exercisable as to 6,250 Common Shares on March 20, 2021, with the remainder to vest on March 20, 2022, subject to the terms and conditions of the Issuer's 2011 Evergreen Incentive Stock Option Plan.

8. The exercise price of the stock option of CAD$7.20 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on December 23, 2021 of C$1.2809 = US$1.00.

9. The stock option, representing a right to purchase a total of 26,500 Common Shares, became exercisable as to 6,625 Common Shares on January 1, 2020, exercisable as to 6,625 Common Shares on January 1, 2021, and exercisable as to 6,625 Common Shares on January 1, 2022, with the remainder to vest on January 1, 2023, subject to the terms and conditions of the Issuer's 2011 Evergreen Incentive Stock Option Plan.

10. The exercise price of the stock option of CAD$6.20 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on December 23, 2021 of C$1.2809 = US$1.00.

11. The stock option, representing a right to purchase a total of 80,000 Common Shares, became exercisable as to 20,000 Common Shares on January 20, 2021, and becomes exercisable as to 20,000 Common Shares on January 20, 2022, and exercisable as to 20,000 Common Shares on January 20, 2023, with the remainder to vest on January 20, 2024, subject to the terms and conditions of the Issuer's 2011 Evergreen Incentive Stock Option Plan.

12. The exercise price of the stock option of CAD$11.80 is converted to USD based on the daily average exchange rate as reported by the H.10 statistical release of the Board of Governances of the Federal Reserve System on December 23, 2021 of C$1.2809 = US$1.00.

Remarks:

President and Chief Executive Officer Exhibit List: Exhibit 24.1 - Power of Attorney

	/s/ Tanya Nelson, as attorney-in-fact for Laurel Sayer	01/05/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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