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[Form 4] Freshworks Inc. Insider Trading Activity

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

Freshworks director Johanna Flower received a grant of 1,560 restricted stock units (RSUs) reported on Form 4 dated 09/02/2025. Each RSU represents a contingent right to one share of Class B common stock and the RSUs vest in equal monthly installments over 48 months following September 2, 2021, subject to continued service. The filing shows the RSUs underlying 1,560 Class B shares and, upon conversion, 1,560 Class A shares are noted; after the transaction the reporting person is shown as beneficially owning 159,390 Class A shares. The RSUs carry a $0 per-share price and the Form 4 was signed by an attorney-in-fact on 09/03/2025.

Positive
  • Director received 1,560 RSUs, showing continued alignment with shareholders
  • RSUs vest monthly over 48 months, providing a clear retention schedule
  • Reporting person beneficially owns 159,390 Class A shares, indicating substantial existing ownership
Negative
  • None.

Insights

TL;DR: Routine insider equity grant; limited immediate market impact but aligns director with shareholders.

The Form 4 discloses a standard equity-based compensation event: 1,560 RSUs awarded to a director with vesting tied to continued service. The grant price is reported as $0 because RSUs convert to underlying shares upon vesting rather than representing a cash purchase. The filing also shows a large existing beneficial position of 159,390 Class A shares, indicating material existing ownership but the newly reported RSUs are small relative to that holding. This is a routine disclosure with no indication of stock sales or material liquidity events.

TL;DR: Governance signal is positive for alignment; vesting schedule reinforces retention incentive.

The RSU award vests monthly over a four-year schedule that began on 09/02/2021, which is a standard retention mechanism for directors and executives. The conversion mechanics described—Class B shares convertible into Class A shares—are disclosed explicitly, and the filing shows conversion rights and current beneficial ownership levels. There are no disclosed departures, sales, or exceptions that would raise governance concerns in this Form 4.

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 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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025
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
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
Restricted Stock Units (1) 09/02/2025 M 1,560 (2) 08/04/2031 Class B Common Stock 1,560 $0 0 D
Class B Common Stock (3) 09/02/2025 M 1,560 (3) (3) Class A Common Stock 1,560 $0 159,390 D
Explanation of Responses:
1. Each Restricted Stock Unit represents a contingent right to receive one share of Class B Common Stock.
2. The shares of Class B Common Stock underlying the RSU award granted under the Issuer's 2011 Stock Plan vest in equal monthly installments over 48 months following September 2, 2021, subject to the Reporting Person's continued service through each vesting date.
3. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock upon the sale or transfer of such share of Class B Common Stock, subject to certain exceptions, and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation. Each share of Class B Common Stock will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and has no expiration date.
/s/ Robert Ellis, Attorney-in-Fact 09/03/2025
** 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 Freshworks director Johanna Flower report on Form 4 (FRSH)?

The filing reports a grant of 1,560 restricted stock units (RSUs) on 09/02/2025; each RSU converts to one share of Class B common stock.

How do the RSUs for Johanna Flower vest?

The RSUs vest in equal monthly installments over 48 months following 09/02/2021, subject to continued service.

What ownership change is shown after the reported transaction?

The Form 4 shows the reporting person as beneficially owning 159,390 Class A shares following the reported transactions.

Was there any cash paid for the RSUs?

No cash price is reported; the RSUs are recorded with a $0 per-share price, consistent with awards that vest into shares rather than a cash purchase.

Who signed the Form 4 for Johanna Flower?

The Form 4 was signed by Robert Ellis, Attorney-in-Fact on 09/03/2025.
Freshworks Inc.

NASDAQ:FRSH

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3.19B
230.70M
6.86%
87.5%
4.28%
Software - Application
Services-prepackaged Software
Link
United States
SAN MATEO