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[Form 4/A] Freshworks Inc. Amended Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4/A
Rhea-AI Filing Summary

Freshworks Inc. (FRSH) amended a Form 4 to correct share counts related to restricted stock unit (RSU) vesting. The amendment reports two withholding transactions tied to RSUs that vested on 06/01/2025: 21,398 shares and 12,509 shares were disposed to satisfy tax withholding, each reported with Transaction Code F. After those withholdings the reporting person’s beneficial ownership of Class A common stock is shown as 750,814 shares and 738,305 shares (as updated). The amendment states these units were from RSUs granted on March 1, 2024 and that the filing corrects the number of shares withheld and the post-transaction ownership totals. The Form 4 was filed by the executive chairman in an individual capacity and is presented as an amendment to earlier reporting.

Positive
  • None.
Negative
  • None.

Insights

TL;DR: Routine insider tax-withholding for vested RSUs corrected via amended Form 4; no new purchases or open-market sales were disclosed.

The amendment clarifies the exact number of Class A shares withheld to satisfy tax obligations from RSU vesting awarded 03/01/2024. Both entries use Transaction Code F, indicating shares were disposed in connection with tax withholding rather than transfers or market sales. The updated beneficial ownership totals are provided, removing ambiguity from the earlier filing. For investors this is an administrative correction showing compliance with reporting obligations; it does not introduce new operational or financial information about Freshworks’ business performance.

TL;DR: Amendments to insider reports improve disclosure accuracy; this reflects governance attention to correct beneficial ownership records.

The filing demonstrates corrective action to ensure Section 16 reporting accurately reflects RSU-related withholding. It specifies the RSU grant date and quantifies the withheld shares and resulting ownership positions. While administrative in nature, timely and precise amendments are a positive governance signal as they maintain transparency around insider holdings. No indications of material transactions beyond tax withholdings are present in the document.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Mathrubootham Rathnagirish

(Last) (First) (Middle)
C/O FRESHWORKS INC.
2950 S DELAWARE STREET, SUITE 201

(Street)
SAN MATEO CA 94403

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Freshworks Inc. [ FRSH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
EXECUTIVE CHAIRMAN
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
06/03/2025
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
Class A Common Stock 06/01/2025 F 21,398(1)(2) D $15.27 750,814(1) D
Class A Common Stock 06/01/2025 F 12,509(1)(2) D $15.27 738,305 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
Explanation of Responses:
1. The Form 4 filed on June 3, 2025 is being amended to correct the number of shares of Class A common stock withheld to pay taxes applicable to the vesting of restricted stock units and the number of shares of Class A common stock beneficially owned following the reported transactions. This amendment is deemed to amend and update any subsequently filed Form 4 filed through the date hereof.
2. Units withheld to satisfy tax withholding obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on March 1, 2024.
/s/ Pamela Sergeeff, Attorney-in-Fact 08/26/2025
** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the Freshworks (FRSH) Form 4/A correction report?

The amendment corrected the number of Class A shares withheld to satisfy tax obligations from vested RSUs and updated the post-transaction beneficial ownership totals.

How many shares were withheld for taxes on the RSU vesting reported on 06/01/2025?

The filing reports 21,398 shares and 12,509 shares withheld to satisfy tax withholding obligations related to RSU vesting.

What was the source of the withheld shares in the FRSH Form 4/A?

The shares withheld were units withheld to satisfy tax withholding obligations due to the vesting of RSUs granted on March 1, 2024.

Who reported the transactions on the amended Form 4 for FRSH?

The report was filed on behalf of the executive chairman (reporting person named Mathrubootham Rathnagirish) and submitted as an individual Form 4 filing.

Did the amendment disclose any open-market sales or purchases?

No. Both reported entries use Transaction Code F, indicating disposition of shares for tax withholding in connection with RSU vesting, not open-market transactions.
Freshworks Inc.

NASDAQ:FRSH

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3.36B
230.52M
6.86%
87.5%
4.28%
Software - Application
Services-prepackaged Software
Link
United States
SAN MATEO