Freshworks (FRSH) director Johanna Flower receives 22,647-share equity compensation grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Freshworks Inc. director Johanna Flower received an equity compensation grant. She acquired 22,647 shares of Class A Common Stock as a director award, bringing her direct holdings to 74,065 shares after the transaction.

The grant includes 1,394 fully vested shares taken in lieu of cash fees for second-quarter 2026 board service under Freshworks’ Non-Employee Director Compensation Policy. It also includes 21,253 restricted stock units (RSUs), each representing a right to one Class A share. These RSUs are scheduled to vest in full on July 1, 2027, with accelerated vesting if she stands for re-election at the next annual stockholder meeting and is not re-elected.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Flower Johanna

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	22,647	$0.00	--

Holdings After Transaction: Class A Common Stock — 74,065 shares (Direct, null)

Footnotes (1)

With respect to 1,394 shares, represents the grant of fully-vested restricted stock that the Reporting Person elected to receive in lieu of cash compensation under the Issuer's Non-Employee Director Compensation Policy. Grant reflects director compensation for the second quarter of 2026. The number of shares received in lieu of cash was calculated by dividing the applicable value of the equity by the average closing price of our common stock over the 30 consecutive trading days immediately preceding July 1, 2026, rounded down to the nearest whole share. With respect to 21,253 shares, represents the Reporting Person's annual grant of a Restricted Stock Unit (RSU) award under the Issuer's Non-Employee Director Compensation Policy. Each of these RSUs represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The number of RSUs granted was calculated by dividing the applicable value of the equity by the average closing price of our common stock over the 30 consecutive trading days immediately preceding July 1, 2026, rounded down to the nearest whole share. The shares shall vest in full on July 1, 2027; provided, however, that in the event a director is up for re-election at the Issuer's next annual meeting of stockholders and is not elected to continue serving as a member of the board of directors at such annual meeting of stockholders, the shares shall be deemed fully vested on that annual meeting date.

Key Figures

Equity grant size: 22,647 shares Fully vested stock in lieu of cash: 1,394 shares RSU award size: 21,253 RSUs +2 more

5 metrics

Equity grant size 22,647 shares Total Class A shares awarded to director on July 1, 2026

Fully vested stock in lieu of cash 1,394 shares Director fees for Q2 2026 taken as stock

RSU award size 21,253 RSUs Annual non-employee director RSU grant

Post-transaction holdings 74,065 shares Johanna Flower’s direct Class A holdings after grant

RSU vesting date July 1, 2027 Scheduled full vesting of 21,253 RSUs, subject to condition

Key Terms

Restricted Stock Unit (RSU), Non-Employee Director Compensation Policy, fully-vested restricted stock

3 terms

Restricted Stock Unit (RSU) financial

"represents the Reporting Person's annual grant of a Restricted Stock Unit (RSU) award under the Issuer's Non-Employee Director Compensation Policy."

A restricted stock unit (RSU) is a promise from a company to give an employee company shares (or cash equal to their value) at a future date if certain conditions are met, such as staying with the company or hitting performance targets. For investors, RSUs matter because when they convert into actual shares they increase the number of shares available and can create selling pressure as employees cash out—think of them as a future paycheck paid in company stock.

Non-Employee Director Compensation Policy financial

"under the Issuer's Non-Employee Director Compensation Policy. Each of these RSUs represents a contingent right"

fully-vested restricted stock financial

"represents the grant of fully-vested restricted stock that the Reporting Person elected to receive in lieu of cash compensation"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/03/2026 - 05:53 AM Accepted by SEC EDGAR 07/03/2026 - 05:53 AM

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^*

Flower Johanna

(Last)

(First)

(Middle)

C/O FRESHWORKS INC.

2950 S DELAWARE STREET, SUITE 201

(Street)

SAN MATEO

CALIFORNIA

94403

(City)

(State)

(Zip)

UNITED STATES

(Country)

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
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	07/01/2026		A		22,647⁽¹⁾⁽²⁾	A	$0	74,065	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. With respect to 1,394 shares, represents the grant of fully-vested restricted stock that the Reporting Person elected to receive in lieu of cash compensation under the Issuer's Non-Employee Director Compensation Policy. Grant reflects director compensation for the second quarter of 2026. The number of shares received in lieu of cash was calculated by dividing the applicable value of the equity by the average closing price of our common stock over the 30 consecutive trading days immediately preceding July 1, 2026, rounded down to the nearest whole share.

2. With respect to 21,253 shares, represents the Reporting Person's annual grant of a Restricted Stock Unit (RSU) award under the Issuer's Non-Employee Director Compensation Policy. Each of these RSUs represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The number of RSUs granted was calculated by dividing the applicable value of the equity by the average closing price of our common stock over the 30 consecutive trading days immediately preceding July 1, 2026, rounded down to the nearest whole share. The shares shall vest in full on July 1, 2027; provided, however, that in the event a director is up for re-election at the Issuer's next annual meeting of stockholders and is not elected to continue serving as a member of the board of directors at such annual meeting of stockholders, the shares shall be deemed fully vested on that annual meeting date.

	/s/ Pamela Sergeeff, Attorney-in-Fact	07/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Freshworks (FRSH) director Johanna Flower report in this Form 4?

Johanna Flower reported receiving an equity grant of 22,647 Freshworks Class A shares as director compensation. This consisted of fully vested stock in lieu of cash plus a new restricted stock unit award under the company’s Non-Employee Director Compensation Policy.

How many Freshworks (FRSH) shares did Johanna Flower receive as fully vested stock?

She received 1,394 fully vested Freshworks Class A shares instead of cash fees for second-quarter 2026 director compensation. The share count was calculated using the average closing price over 30 trading days preceding July 1, 2026.

What are the terms of Johanna Flower’s RSU grant at Freshworks (FRSH)?

Flower received 21,253 restricted stock units, each convertible into one Freshworks Class A share upon settlement. The RSUs vest in full on July 1, 2027, with earlier full vesting if she stands for re-election at the next annual meeting but is not re-elected.

How many Freshworks (FRSH) shares does Johanna Flower hold after this transaction?

After the equity grant, Johanna Flower directly holds 74,065 Freshworks Class A shares. This figure reflects her updated ownership following the award of fully vested stock and the new restricted stock unit grant reported in this Form 4 filing.

How was the number of Freshworks (FRSH) shares and RSUs for Johanna Flower’s grant calculated?

Both the 1,394 fully vested shares and the 21,253 RSUs were determined by dividing the applicable equity value by the average closing price of Freshworks stock over 30 consecutive trading days before July 1, 2026, then rounding down to the nearest whole share.