[Form 4] Freshworks Inc. Insider Trading Activity

Rhea-AI Filing Summary

Freshworks Inc. (FRSH) – Form 4 insider transaction filed 07/02/2025

Director Francis J. Pelzer reported the annual equity retainer granted under the company’s Non-Employee Director Compensation Policy. The award consists of 13,236 Restricted Stock Units (RSUs), each convertible into one share of Class A common stock upon settlement. The grant date is 07/01/2025 and the RSUs vest in full on 07/01/2026, subject to accelerated vesting should the director fail to be re-elected at the next annual meeting.

No shares were sold or otherwise disposed of; the aggregate beneficial ownership for Mr. Pelzer following the award is 43,374 Class A shares, all held directly. The transaction price is recorded as $0, reflecting the compensatory nature of the RSU grant rather than an open-market purchase.

This filing represents routine board compensation and does not alter the company’s capital structure or signal a strategic shift. Investors typically view such grants as neutral from a valuation standpoint, although continued equity awards do incrementally align director interests with shareholder value.

Insights

Equity Compensation Analyst

TL;DR: Routine RSU grant to director; neutral impact on valuation or sentiment.

The Form 4 discloses a standard non-employee director equity retainer—13,236 RSUs valued off a 30-day average price. Because the shares vest over one year and carry no purchase price, there is neither cash outlay nor dilution beyond the ordinary course already anticipated in the company’s equity comp plan. Post-transaction ownership rises to 43,374 shares, modest in the context of Freshworks’ 294 million fully diluted shares (latest 10-Q). Absent sales, the filing does not convey bullish or bearish sentiment. Overall, the disclosure is administrative and carries neutral, non-material investor impact.

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^*

Pelzer Francis J.

(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)
07/01/2025

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	07/01/2025		A		13,236(1)	A	$0	43,374	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. 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, 2025, rounded down to the nearest whole share. The shares shall vest in full on July 1, 2026; 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.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Pamela Sergeeff, Attorney-in-Fact	07/02/2025
	** 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.
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FAQ

How many Freshworks (FRSH) shares were granted to Francis Pelzer in the July 2025 Form 4?

Mr. Pelzer received 13,236 RSUs, each convertible into one Class A share.

What is the vesting schedule for the 13,236 RSUs granted to the Freshworks director?

The RSUs vest in full on July 1, 2026, or earlier if the director is not re-elected at the next annual meeting.

What is Francis Pelzer’s total beneficial ownership after the reported transaction?

Following the grant, Mr. Pelzer beneficially owns 43,374 Class A shares of Freshworks.

Was any cash paid for the shares in this Form 4 filing?

No. The RSUs were part of routine director compensation and carry a $0 purchase price.

Does the filing indicate sales or dispositions of Freshworks stock by the director?

No sales or dispositions were reported; the transaction only increased share ownership.