PERPETUA RESOURCES CORP

a. On May 10, 2024, Michael Bogert, then serving as General Counsel of Perpetua Resources Idaho, Inc. (the “Company”) provided notice of his resignation as General Counsel, and entered into a Transition and Separation Agreement (the “Agreement”) with the Company, effective May 10, 2024.

Pursuant to the terms of the Agreement, on May 10, 2024 (the “Transition Date”), Mr. Bogert will cease to serve as General Counsel or as any executive officer of the Company and will transition into the role of Special Counsel to the Company and will continue to serve in this transition role until his separation from the Company on May 10, 2025 unless his employment is terminated earlier at the election of either party (such period through the date of his termination of employment, the “Transition Period”). During the Transition Period and subject to Mr. Bogert’s timely execution of a confirming release agreement and compliance with his commitments under the Agreement (including certain confidentiality requirements and other restrictive covenants), Mr. Bogert will continue to receive his current salary and benefits and will continue to be eligible to receive a bonus covering the period of his continued employment, but he will not receive any new grants of equity compensation plan awards. However, his options, outstanding time-based restricted stock unit awards, and performance based restricted stock unit awards previously granted under the equity compensation plans maintained by Perpetua Resources, Inc. (“Perpetua”) will continue to vest throughout the Transition Period and otherwise be subject to the terms and conditions of such equity compensation plans and applicable award agreements. If Mr. Bogert’s employment is terminated by the Company without “Cause” (as such term is defined in Mr. Bogert’s employment agreement dated August 21, 2018) (the “Employment Agreement”) prior to May 10, 2025, then he will be entitled to receive a lump sum payment equal to the amount of his continued base salary that would have otherwise been paid to him from such earlier termination date through the May 10, 2025, as well as the full payment of his annual bonus for 2024, if not already paid, which shall be in an amount no less than the annual bonus received for the 2023 bonus year. The payments and benefits provided to Mr. Bogert under the Agreement shall supersede and replace any other payments or benefits he might otherwise be eligible to receive under his Employment Agreement.

The foregoing description of the Agreement is qualified by reference to the full text of the Agreement, a copy of which is expected to be filed as an exhibit to Perpetua’s Form 10-Q for the quarter ending June 30, 2024, and the full text of the previously filed award agreements evidencing Mr. Bogert’s outstanding equity awards.

b. None

c. None