Freshworks (FRSH) awards 90,140 performance-based RSUs to chief growth officer

Rhea-AI Filing Summary

Freshworks Inc. reported that Chief Integr Cust Growth Officer Mika Yamamoto received an equity award tied to the company’s Class A common stock. On 02/03/2026, she acquired 90,140 performance-based restricted stock units (PRSUs) at a price of $0 per unit, increasing her beneficial holdings to 1,181,561 shares or share equivalents.

The PRSUs convert into one share of Class A common stock each if performance goals set by the compensation committee are certified as achieved. One-third of the award is scheduled to vest on March 1, 2026, with the remaining two-thirds vesting in equal quarterly installments thereafter, subject to her continued service under Freshworks’ 2021 Equity Incentive Plan.

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

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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^*

Yamamoto Mika

(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 Integr Cust Growth Offcr

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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	02/03/2026		A		90,140(1)	A	$0	1,181,561	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. Reflects the number of performance-based restricted stock units (PRSUs), each representing a contingent right to receive one share of the Issuer's Class A Common Stock, earned upon the certification of achievement of certain performance criteria by the Issuer's compensation committee. One-third (1/3) of the PRSUs will vest in full on March 1, 2026, and the remaining two-thirds (2/3) shall vest in equal quarterly installments thereafter, and will be settled pursuant to the terms of the Issuer's 2021 Equity Incentive Plan (as amended from time to time), in each case subject to the Reporting Person's continued service with the Issuer through each such vesting date.

	/s/ Pamela Sergeeff, Attorney-in-Fact	02/05/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did FRSH report for Mika Yamamoto?

Freshworks Inc. reported that Chief Integr Cust Growth Officer Mika Yamamoto acquired 90,140 performance-based restricted stock units (PRSUs) on February 3, 2026. These units were granted at $0 per unit and are tied to Freshworks’ Class A common stock under its 2021 Equity Incentive Plan.

How many Freshworks (FRSH) shares does Mika Yamamoto beneficially own after this grant?

Following the February 3, 2026 transaction, Mika Yamamoto beneficially owns 1,181,561 shares or share equivalents of Freshworks Class A common stock. This figure includes the newly granted 90,140 performance-based restricted stock units that can settle into shares if vesting and performance conditions are met.

What are PRSUs in the Freshworks (FRSH) Form 4 filing?

The PRSUs are performance-based restricted stock units, each representing a contingent right to receive one share of Freshworks Class A common stock. They are earned only after the compensation committee certifies achievement of specific performance criteria and are then settled according to the company’s 2021 Equity Incentive Plan.

What is the vesting schedule for Mika Yamamoto’s 90,140 Freshworks PRSUs?

One-third of the 90,140 PRSUs will vest in full on March 1, 2026. The remaining two-thirds vest in equal quarterly installments after that date, provided Mika Yamamoto continues serving Freshworks through each vesting date, consistent with the terms of the 2021 Equity Incentive Plan.

Did Mika Yamamoto pay for the Freshworks (FRSH) PRSU grant?

No cash payment was required for this grant; the 90,140 performance-based restricted stock units were reported at a transaction price of $0 per unit. The economic value depends on future vesting, satisfaction of performance criteria, and the market value of Freshworks Class A common stock upon settlement.

What role does the Freshworks compensation committee play in these PRSUs?

The compensation committee must certify that certain performance criteria have been achieved before the PRSUs are considered earned. Only after this certification do the PRSUs move along their vesting schedule and eventually settle into shares, assuming continued service through each applicable vesting date.