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Freshworks Insider Filing: 1,560 RSUs Convert to Class A for Director

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Freshworks Inc. (FRSH) – Form 4 insider filing: Director Johanna Flower reported one transaction dated 08/02/2025. She acquired 1,560 Restricted Stock Units (RSUs) granted under the 2011 Stock Plan (Code M). Each RSU represents one share of Class B common stock that vests in equal monthly installments over 48 months from 09/02/2021, contingent on continued service.

The same filing shows an automatic, cost-free conversion of 1,560 Class B shares into Class A shares (also Code M). Following the transaction, Flower’s beneficial ownership totals 157,830 derivative securities, all held directly. No open-market sale or cash proceeds were reported, implying the director retained the shares.

Because the activity reflects routine vesting and an internal share-class conversion—rather than purchases or sales—it is operationally neutral but may signal ongoing alignment of the director’s interests with common shareholders.

Positive

  • Director acquired 1,560 RSUs and retained all shares, indicating continued equity alignment with shareholders.

Negative

  • None.

Insights

TL;DR: Routine RSU vesting; no shares sold; ownership rises to 157,830—neutral-to-slightly positive signal.

The Form 4 shows a standard monthly vest of 1,560 RSUs that convert into Class A stock. Code M indicates a non-open-market transaction at $0, so there is no liquidity event or price signal. The director’s decision to hold rather than sell suggests confidence, but the volume is small relative to Freshworks’ ~293 m shares outstanding. From a dilution standpoint the impact is immaterial; however, continued equity accumulation keeps management incentives aligned with shareholder value.

TL;DR: Immaterial size; insider retains shares—no trading cue.

The 1,560-share RSU vest/convert equals <0.001% of float. Lack of disposition removes negative overhang, yet the scale is far too minor to adjust position sizing. I view it as housekeeping, not a catalyst.

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)
08/02/2025
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) 08/02/2025 M 1,560 (2) 08/04/2031 Class B Common Stock 1,560 $0 1,560 D
Class B Common Stock (3) 08/02/2025 M 1,560 (3) (3) Class A Common Stock 1,560 $0 157,830 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/ Pamela Sergeeff, Attorney-in-Fact 08/05/2025
** 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

How many Freshworks (FRSH) shares did Director Johanna Flower acquire?

She acquired 1,560 Restricted Stock Units, each convertible into one Class B share.

What was the transaction code on the Form 4?

Both entries were coded M, indicating a non-open-market conversion/exercise.

Did the director sell any Freshworks shares?

No. The Form 4 reports no dispositions; all shares were retained.

What is Johanna Flower’s total beneficial ownership after the transaction?

She now directly holds 157,830 derivative securities (convertible into Class A common shares).

When do the RSUs vest?

The RSUs vest in equal monthly installments over 48 months beginning 09/02/2021.
Freshworks Inc.

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1.99B
228.33M
6.86%
87.5%
4.28%
Software - Application
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United States
SAN MATEO