PTC Therapeutics Inc 2025年度报告

(Registrant’s telephone number, including area code) Securities registered pursuant to Section12(g)of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act. Yes☑No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act. Yes☐No☑ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Actof 1934 during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to suchfiling requirements for the past 90days. Yes☑No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule405 of RegulationS-T (§232.405 of this chapter) during the preceding 12months (or for such shorter period that the registrant was required tosubmit such files). Yes☑No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firmthat prepared or issued its audit report.☑ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrantincluded in the filing reflect the correction of an error to previously issued financial statements.□ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b).□ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). Yes☐No☑ The aggregate market value of the Common Stock held by non-affiliates of the registrant, based upon the last sale price of the Common Stockreported on the Nasdaq Global Select Market on June30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter,was $3,350,589,128. For purposes of this calculation, shares of Common Stock held by directors and officers have been treated as shares held byaffiliates. As of February18, 2026, the registrant had 82,774,730 shares of Common Stock, $0.001 par value per share, outstanding. DOCUMENTS INCORPORATED BY REFERENCE PartIII of this Annual Report incorporates by reference information from the definitive Proxy Statement for the registrant’s 2026 AnnualMeeting of Shareholders which is expected to be filed with the Securities and Exchange Commission not later than 120days after the registrant’sfiscalyear ended December31, 2025. TABLE OF CONTENTSPTC Therapeutics,Inc. PARTIItem1. Business6Item1A. Risk Factors54Item1B. Unresolved Staff Comments103Item 1C. Cybersecurity103Item2. Properties104Item3. Legal Proceedings104Item4. Mine Safety Disclosures104PARTIIItem5. Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities105Item6. [Reserved]105Item7. Management’s Discussion and Analysis of Financial Condition and Results of Operations105Item7A. Quantitative and Qualitative Disclosures About Market Risk129Item8. Financial Statements and Supplementary Data131Item9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure188Item9A. Controls and Procedures188Item9B. Other Information191Item 9C. Disclosures Regarding Foreign Jurisdictions that Prevent Inspections192PARTIIIItem10. Directors, Executive Officers and Corporate Governance193Item11. Executive Compensation193Item12. Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters193Item13. Certain Relationships and Related Transactions, and Director Independence193Item14. Principal Accountant Fees and Services193PARTIVItem15. Exhibits and Financial Statement Schedules194Item16. Form10-K Summary200SIGNATURES201 FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements that involve substantial risksand uncertainties. All statements, other than statements of historical facts, contained in this Annu