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[Form 4] Freshworks Inc. Insider Trading Activity

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

Freshworks Inc. (FRSH) director Jennifer H. Taylor reported insider transactions showing routine vesting and a planned sale under a Rule 10b5-1 trading plan. The filing shows that on 09/11/2025 Ms. Taylor acquired 4,685 shares of Class A common stock at $0 pursuant to the conversion of vested restricted stock units and simultaneously sold 4,685 shares at a weighted average price of $12.96 per share, with execution prices ranging from $12.62 to $13.35. The Form 4 discloses two RSU grants that vest monthly over 48 months beginning 09/10/2021 and the potential automatic conversion mechanics between Class B and Class A common stock. The sales were effected under a 10b5-1 plan adopted February 25, 2025, indicating preplanned, rule-compliant disposition of shares.

Positive
  • Sale executed under a Rule 10b5-1 plan, indicating preplanned, compliant insider trading
  • Clear disclosure of RSU vesting schedule and conversion rights, supporting transparency
  • Timely Form 4 filing documenting both acquisition and sale transactions
Negative
  • Director reduced beneficial ownership by 4,685 shares through sale at a weighted average price of $12.96
  • Sale price range ($12.62–$13.35) may reflect market volatility around the transaction dates

Insights

TL;DR: Insider completed a preplanned sale under a 10b5-1 plan, reducing holdings modestly; transactions appear procedural, not signal of extraordinary company news.

The Form 4 discloses a director-level sale of 4,685 shares at a weighted average price of $12.96, executed pursuant to a 10b5-1 plan adopted Feb 25, 2025. The filing also documents RSU vesting mechanics and conversion rights from Class B to Class A shares. For investors, the key point is compliance and transparency: the trades were preauthorized rather than opportunistic reaction to material events. The absolute size of the sale and the insider role (director) suggest limited standalone materiality to company valuation.

TL;DR: Governance practices appear sound; use of 10b5-1 plan and timely Form 4 filing reflect adherence to insider trading protocols.

The report details both the mechanics of RSU vesting and the director's ability to convert Class B to Class A shares. The use of a 10b5-1 trading plan provides an affirmative defense under Rule 10b5-1(c), reducing regulatory risk associated with insider sales. The filing is complete in describing price range, weighted-average sale price, and vesting schedule, which supports strong disclosure governance.

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).
X
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*
Taylor Jennifer H

(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)
09/10/2025
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 09/11/2025 C 4,685 A $0 48,903 D
Class A Common Stock 09/11/2025 S(1) 4,685 D $12.96(2) 44,218 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
Restricted Stock Units (3) 09/10/2025 M 9,370 (4) 09/08/2031 Class B Common Stock 9,370 $0 0 D
Class B Common Stock (5) 09/10/2025 M 9,370 (5) (5) Class A Common Stock 9,370 $0 201,580 D
Class B Common Stock (5) 09/11/2025 C 4,685 (5) (5) Class A Common Stock 4,685 $0 196,895 D
Explanation of Responses:
1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan, adopted February 25, 2025.
2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.62 to $13.35 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
3. Each Restricted Stock Unit represents a contingent right to receive one share of Class B Common Stock.
4. 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 10, 2021, subject to the Reporting Person's continued service through each vesting date.
5. 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 09/11/2025
** 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 insider transactions did FRSH director Jennifer H. Taylor report?

She acquired and then sold 4,685 shares on 09/11/2025; the sale was at a weighted average price of $12.96 per share with execution prices ranging $12.62 to $13.35.

Were the sales by the FRSH director preplanned?

Yes. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted on February 25, 2025.

What RSU vesting details are disclosed for the reporting person?

RSUs vest in equal monthly installments over 48 months following 09/10/2021; each RSU represents one share of Class B common stock.

How do Class B shares convert for the reporting person?

Each Class B share will automatically convert into one Class A share upon sale or transfer and may be converted at the reporting persons option under the companys charter, per the filing.

Does this Form 4 indicate material company news?

No. The filing documents routine vesting and a preplanned sale; it does not disclose company-level material events or financial results.
Freshworks Inc.

NASDAQ:FRSH

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FRSH Stock Data

3.06B
221.63M
6.86%
87.5%
4.28%
Software - Application
Services-prepackaged Software
Link
United States
SAN MATEO