FRSH Chief Accounting Officer has 57,576 shares withheld for taxes after RSU vesting

Rhea-AI Filing Summary

Lawrence Philippa, Chief Accounting Officer of Freshworks Inc. (FRSH), reported a withholding transaction tied to vested restricted stock units. On 09/01/2025, 57,576 shares of Class A common stock were withheld at a price of $13.47 per share to satisfy tax withholding obligations from RSUs granted on 09/01/2024. After the withholding, the reporting person beneficially owns 418,539 shares, held directly. The filing was signed by an attorney-in-fact on 09/02/2025. The transaction is coded F, indicating it resulted from a tax withholding in connection with vesting rather than an open-market sale.

Insights

Financial Analyst

TL;DR: Routine tax-withholding on vested RSUs; no open-market sale reported; neutral for share supply.

The filing shows a standard withholding of 57,576 shares at $13.47 to cover taxes on RSUs that vested, leaving 418,539 shares beneficially owned by the Chief Accounting Officer. Because the transaction is an internal tax-withholding (code F) rather than a market sale, it does not increase public float via a deliberate disposition to the market. For investors, this is a routine compensation-related event with limited direct impact on company fundamentals or voting control.

Corporate Governance Expert

TL;DR: Insider retention remains substantial; withholding is administrative and not a sign of intent to divest.

The report confirms the insider continues to hold a meaningful position of 418,539 shares after withholding. The explanation explicitly ties the reduction to tax withholding from RSU vesting granted on 09/01/2024. This pattern aligns with typical executive equity compensation practices and does not indicate voluntary selling pressure or governance changes. No new derivative transactions or changes in indirect ownership are disclosed.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Lawrence Philippa

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	57,576	$13.47	$776K

Holdings After Transaction: Class A Common Stock — 418,539 shares (Direct)

Footnotes (1)

1. [object Object]

Form 4 Insider Transactions: What Each Field Means →

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^*

Lawrence Philippa

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

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
Class A Common Stock	09/01/2025		F		57,576(1)	D	$13.47	418,539	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. Units withheld to satisfy tax withholding obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on September 1, 2024.

	/s/ Robert Ellis, Attorney-in-Fact	09/02/2025
	** 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 transaction did Freshworks (FRSH) insider Lawrence Philippa report on Form 4?

The Form 4 reports 57,576 Class A shares withheld at $13.47 per share on 09/01/2025 to satisfy tax withholding for vested RSUs.

Why were 57,576 shares disposed of according to the filing?

The filing states the shares were units withheld to satisfy tax withholding obligations from RSUs granted on 09/01/2024.

How many Freshworks shares does the reporting person own after the transaction?

After the withholding, the reporting person beneficially owns 418,539 shares of Class A common stock.

Does the Form 4 indicate an open-market sale by the insider?

No. The transaction code is F, indicating a tax-withholding disposition related to RSU vesting, not an open-market sale.

Who signed the Form 4 for the reporting person?

The Form 4 was signed by Robert Ellis, Attorney-in-Fact on 09/02/2025.