PERPETUA RESOURCES CORP.
For the period ended Jun 4, 2026. Filed Apr 24, 2026.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jun 4, 2026 · Filed Apr 24, 2026
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DEF 14A 1 tm2611905-1_def14a.htm DEF 14A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
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Filed by a Party other than the Registrant ☐
Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material under §240.14a-12
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NOTICE OF 2026 ANNUAL GENERAL MEETING OF SHAREHOLDERS
You are invited to our 2026 annual general meeting (the “Annual Meeting” or “Meeting”) of the shareholders of PERPETUA RESOURCES CORP. (“Perpetua” or the “Company”).
| | When | | | Where | |
|---|---|---|---|---|---|
| | Thursday, June 4, 2026 10:00 a.m., Mountain Time | | | Online at www.virtualshareholdermeeting.com/PPTA2026 | |
| | Items of Business | | | Our Board of Directors Recommends You Vote: | |
|---|---|---|---|---|---|
| | • To receive and consider the audited financial statements of the Company together with the auditors’ report thereon for the financial year ended December 31, 2025; | | | | |
| | • To set the number of directors at nine (9); | | | FOR the setting of the number of directors at nine | |
| | • To elect the nine (9) directors named in the Proxy Statement to serve until the next Annual Meeting of Shareholders or until their respective successors are elected and qualified; | | | FOR the election of each director nominee | |
| | • To approve the Company’s 2026 Equity Incentive Plan; | | | FOR the approval of the 2026 Equity Incentive plan | |
| | • To ratify the appointment of PricewaterhouseCoopers LLP as our independent auditors for the fiscal year ending December 31, 2026 at a remuneration to be set by the directors; and | | | FOR the ratification of the appointment | |
| | • To transact such other business as may properly come before the meeting or any adjournment or postponement thereof. | | | | |
The Board of Directors of the Company has fixed April 8, 2026 as the record date for determining shareholders entitled to receive notice of, and to vote at, the Annual Meeting or any adjournment or postponement thereof. Only shareholders of record at the close of business on that date will be entitled to notice of, and to vote at, the Annual Meeting.
We are pleased to take advantage of Securities and Exchange Commission rules that allow us to provide our notice of annual meeting, proxy statement and 2025 annual report to shareholders online, with paper copies available free of charge upon request. On or about April 24, 2026, we will begin mailing a Notice of Internet Availability of Proxy Materials, or Notice of Internet Availability, instead of a paper copy of our proxy materials.
By Order of the Board of Directors
Jonathan Cherry
President and Chief Executive Officer
April 24, 2026
Important Notice Regarding the Availability of Proxy Materials for the Perpetua Resources Corp. Shareholder Meeting to be Held on June 4, 2026. The Proxy Statement and our 2025 Annual Report on Form 10-K are available at the SEC’s website atwww.sec.gov, under our SEDAR+ profile atwww.sedarplus.ca and on our website atwww.investors.perpetuaresources.com.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.