Matthew B. Klein Form 4 PTC THERAPEUTICS / Matthew B. Klein ownership change

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Klein Matthew B.

(Last) (First) (Middle)

C/O PTC THERAPEUTICS, INC.

100 CORPORATE COURT

(Street)

SOUTH PLAINFIELD NJ 07080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PTC THERAPEUTICS, INC. [ PTCT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2022

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/07/2022		S		775(1)	D	$38.525	16,461(2)	D
Common Stock	01/07/2022		A		21,000(3)	A	$0	37,461	D
Common Stock	01/07/2022		A		20,000(4)	A	$0	57,461	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$38.1	01/07/2022		A		52,500		(5)	01/06/2032	Common Stock	52,500	$0	52,500	D
Stock Option (Right to Buy)	$38.1	01/07/2022		A		50,000		(6)	01/06/2032	Common Stock	50,000	$0	50,000	D

Explanation of Responses:

1. Represents shares automatically sold pursuant to an irrevocable sell to cover election to satisfy tax withholding obligations in connection with the vesting of 2,250 RSUs from a January 6, 2021 grant of 9,000 RSUs.

2. Includes 203 shares of common stock acquired under the Issuer's employee stock purchase plan for the period ending June 30, 2021 and 224 shares of common stock acquired under the Issuer's employee stock purchase plan for the period ending December 31, 2021.

3. Restricted stock units granted on January 7, 2022 that vest in four equal installments over four years, commencing on January 7, 2023.

4. Restricted stock units granted on January 7, 2022 that vest in two equal installments over two years, commencing on January 7, 2023.

5. This option was granted on January 7, 2022, and vests over four years, with 25% of the shares underlying the option vesting on January 7, 2023, and an additional 6.25% of the original number of shares underlying the option vesting at the end of each successive three-month period thereafter, beginning on April 7, 2023.

6. This option was granted on January 7, 2022 and vests in two equal installments over two years, commencing on January 7, 2023.

	/s/ Avraham S. Adler, attorney-in-fact	01/11/2022
	** 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 4 (b)(v).
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