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FRSH Form 4: Dennis Woodside Withholds 98,248 Shares to Cover Taxes

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Dennis Woodside, President and CEO and a director of Freshworks Inc. (FRSH), reported dispositions of Class A common stock on 09/01/2025. The Form 4 shows 98,248 shares were disposed of at $13.47 per share through transactions coded "F," described as units withheld to satisfy tax withholding obligations upon RSU vesting from grants dated September 1, 2022, March 1, 2024, and March 1, 2025. Following these transactions, Mr. Woodside is shown as beneficially owning 1,935,417 shares directly and 278,027 shares indirectly through The Woodside 2012 Irrevocable Trust.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine insider tax-withholding sales on RSU vesting; no new information about company operations or financing.

The Form 4 discloses that the CEO disposed of 98,248 Class A shares at $13.47 to cover tax obligations tied to vested RSUs. These transactions are reported under code "F," which typically denotes disposition to satisfy tax withholding on compensation awards. The filings update beneficial ownership levels but do not indicate a voluntary open-market sale beyond withholding or a change in control or financing activity. For investors, the primary effect is an updated ownership position: 1,935,417 shares directly and 278,027 indirectly via trust.

TL;DR: Disclosure aligns with Section 16 reporting requirements; transactions appear procedural rather than signaling policy or governance shifts.

The Form 4 shows timely reporting of RSU-related withholding transactions by the CEO/director. The use of tax-withholding dispositions is common and consistent with executive compensation practices; the filing identifies the indirect holding vehicle (The Woodside 2012 Irrevocable Trust), which maintains transparency on beneficial ownership. There are no indications of unusual trading patterns, derivative exercises, or changes in the reporting person's relationship to the issuer.

Insider Woodside Dennis
Role CEO & President
Type Security Shares Price Value
Tax Withholding Class A Common Stock 54,986 $13.47 $741K
Tax Withholding Class A Common Stock 15,546 $13.47 $209K
Tax Withholding Class A Common Stock 9,088 $13.47 $122K
Tax Withholding Class A Common Stock 18,628 $13.47 $251K
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 1,978,679 shares (Direct); Class A Common Stock — 278,027 shares (Indirect, The Woodside 2012 Irrevocable Trust)
Footnotes (1)
  1. Units withheld to satisfy tax withholding obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on September 1, 2022. Units withheld to satisfy tax withholding obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on March 1, 2024. Units withheld to satisfy tax withholding obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on March 1, 2025.
Form 4 Insider Transactions: What Each Field Means →
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*
Woodside Dennis
(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
X Officer (give title below) Other (specify below)
CEO & President
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025
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 09/01/2025 F 54,986(1) D $13.47 1,978,679 D
Class A Common Stock 09/01/2025 F 15,546(2) D $13.47 1,963,133 D
Class A Common Stock 09/01/2025 F 9,088(2) D $13.47 1,954,045 D
Class A Common Stock 09/01/2025 F 18,628(3) D $13.47 1,935,417 D
Class A Common Stock 278,027 I The Woodside 2012 Irrevocable Trust
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. Units withheld to satisfy tax withholding obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on September 1, 2022.
2. Units withheld to satisfy tax withholding obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on March 1, 2024.
3. Units withheld to satisfy tax withholding obligations due in connection with the vesting of RSUs previously granted to the Reporting Person on March 1, 2025.
/s/ Robert Ellis, Attorney-in-Fact 09/02/2025
** 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.
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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Freshworks (FRSH) insider Dennis Woodside report on Form 4?

The Form 4 reports that Dennis Woodside disposed of 98,248 Class A shares on 09/01/2025 at $13.47 per share to satisfy tax withholding on vested RSUs.

Why were shares disposed of according to the Form 4 for FRSH?

The filing states the dispositions were units withheld to satisfy tax withholding obligations related to RSU vesting from grants dated 9/1/2022, 3/1/2024, and 3/1/2025.

How many Freshworks shares does Dennis Woodside beneficially own after the transactions?

Following the reported transactions, he beneficially owns 1,935,417 shares directly and 278,027 shares indirectly via The Woodside 2012 Irrevocable Trust.

What does transaction code "F" mean on this Form 4?

In this Form 4, code "F" is used for dispositions resulting from tax-withholding on RSU vesting; the filing explicitly explains the withholding context.

Did the Form 4 disclose any derivative transactions or exercises by the reporting person?

No. Table II for derivative securities shows no entries; all reported transactions are non-derivative Class A common stock dispositions related to RSU withholding.