Sec Form 4 Filing - Nouri Alaleh @ PROCEPT BioRobotics Corp - 2024-05-03

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

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Nouri Alaleh 2. Issuer Name and Ticker or Trading Symbol PROCEPT BioRobotics Corp [ PRCT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, CLO, CORP. SEC. (Last) (First) (Middle) C/O PROCEPT BIOROBOTICS CORPORATION, 150 BAYTECH DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 05/03/2024 (Street) SAN JOSE, CA95134 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/03/2024 M 1,467 A $ 4.56 63,939 D Common Stock 05/03/2024 M 3,965 A $ 5.18 67,904 D Common Stock 05/03/2024 M 25,000 A $ 7.27 92,904 D Common Stock 05/03/2024 S 391 D $ 60.84 ( 1 ) 92,513 D Common Stock 05/03/2024 S 1,536 D $ 61.28 ( 2 ) 90,977 D Common Stock 05/03/2024 S 13,935 D $ 62.79 ( 3 ) 77,042 D Common Stock 05/03/2024 S 14,437 D $ 63.38 ( 4 ) 62,605 D Common Stock 05/03/2024 S 133 D $ 64.04 ( 5 ) 62,472 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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) $ 4.56 05/03/2024 M 1,467 ( 6 ) 12/11/2029 Common Stock 1,467 $ 0 12,230 D Stock Option (Right to Buy) $ 5.18 05/03/2024 M 3,965 ( 7 ) 08/08/2030 Common Stock 3,965 $ 0 16,160 D Stock Option (Right to Buy) $ 7.27 05/03/2024 M 25,000 ( 8 ) 06/21/2031 Common Stock 25,000 $ 0 32,894 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Nouri Alaleh C/O PROCEPT BIOROBOTICS CORPORATION 150 BAYTECH DRIVE SAN JOSE, CA95134 EVP, CLO, CORP. SEC. Signatures /s/ Jonathan Stone, Attorney-in-Fact for Alaleh Nouri 05/03/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.67 to $60.95, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. ( 2 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.00 to $61.81, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. ( 3 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.00 to $62.99, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. ( 4 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.00 to $63.94, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. ( 5 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.02 to $64.11, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. ( 6 )The Stock option was granted on December 12, 2019 and vests on each monthly anniversary of the grant date over a four year period, subject continued employment or service to the Issuer through the applicable vesting date. ( 7 )The Stock option was granted on August 10, 2020 and vests 12.5% on the six month anniversary of August 1, 2020 and the remainder on each monthly anniversary over a three and a half year period, subject continued employment or service to the Issuer through the applicable vesting date. ( 8 )The Stock option was granted on June 22, 2021 and vests 25% on the six month anniversary of June 22, 2021 and the remainder vests on each monthly anniversary over a four year period, subject continued employment or service to the Issuer through the applicable vesting 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).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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