Freshworks (NASDAQ: FRSH) executive uses share withholding to cover RSU taxes

Rhea-AI Filing Summary

Freshworks Inc. Chief Integr Cust Growth Officer Mika Yamamoto reported four small dispositions of Class A common stock on March 1, 2026, each at $7.82 per share. The transactions were share withholdings to cover tax obligations tied to restricted stock units that vested from awards granted on March 1, 2024 and March 1, 2025. After these tax-withholding dispositions, Yamamoto directly held 1,160,300 Class A shares.

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

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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)
03/01/2026

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	03/01/2026		F		2,812(1)	D	$7.82	1,178,749	D
Class A Common Stock	03/01/2026		F		1,717(1)	D	$7.82	1,177,032	D
Class A Common Stock	03/01/2026		F		4,908(2)	D	$7.82	1,172,124	D
Class A Common Stock	03/01/2026		F		11,824(2)	D	$7.82	1,160,300	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. 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.

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, 2025.

	/s/ Pamela Sergeeff, Attorney-in-Fact	03/03/2026
	** 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 did Freshworks (FRSH) executive Mika Yamamoto report in this Form 4?

Mika Yamamoto reported four small dispositions of Freshworks Class A common stock on March 1, 2026. These were share withholdings used to satisfy tax obligations from vesting restricted stock units, rather than open-market stock sales, and followed previously granted RSU awards.

How many Freshworks (FRSH) shares did Mika Yamamoto hold after the reported transactions?

After the reported tax-withholding dispositions, Mika Yamamoto held 1,160,300 shares of Freshworks Class A common stock directly. This figure reflects ownership following all four transactions disclosed for March 1, 2026 in the Form 4 filing data provided.

What was the price per share for the Freshworks (FRSH) tax-withholding dispositions?

Each tax-withholding disposition of Freshworks Class A common stock was valued at $7.82 per share. This price was applied to the shares withheld to cover tax liabilities associated with the vesting of previously granted restricted stock units to the executive.

Were the Freshworks (FRSH) Form 4 transactions open-market sales by Mika Yamamoto?

No, the transactions were not open-market sales. They were coded as “F” transactions, meaning shares were withheld to pay tax liabilities arising from RSU vesting, rather than discretionary sales initiated by Mika Yamamoto in the open market.

Which RSU grants caused the Freshworks (FRSH) tax-withholding share dispositions?

The tax-withholding share dispositions were tied to RSUs previously granted to Mika Yamamoto on March 1, 2024 and March 1, 2025. When those RSUs vested, a portion of the resulting shares was withheld to cover related tax obligations.