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  4. [Form 3] Phreesia, Inc. Initial Statement of Beneficial Ownership

Pale Fire Capital group reports 6.0M Phreesia (PHR) shares held

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Pale Fire Capital–affiliated entities have filed an initial ownership report on Phreesia, Inc. The filing shows that Pale Fire Capital SICAV a.s. indirectly holds 6,046,324 shares of Phreesia common stock. Together with related entities and individuals, they may be part of a Section 13(d) group owning more than 10% of Phreesia’s outstanding shares.

The structure concentrates ownership at the fund level, with Pale Fire Capital SE and its investment manager and principals potentially deemed beneficial owners through control relationships. All reporting persons disclaim beneficial ownership beyond their economic interest in these securities.

Positive

  • None.

Negative

  • None.
Insider Pale Fire Capital SE, Pale Fire Capital SICAV a.s., Pale Fire Capital investicni spolecnost a.s., Senkypl Dusan, Barta Jan
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Type Security Shares Price Value
holding Common Stock, par value $0.01 per share -- -- --
Holdings After Transaction: Common Stock, par value $0.01 per share — 6,046,324 shares (Indirect, By Pale Fire Capital SICAV a.s.)
Footnotes (1)
  1. This Form 3 is filed jointly by Pale Fire Capital SE ("Pale Fire Capital"), Pale Fire Capital SICAV a.s. ("PFC SICAV"), Pale Fire Capital investicni spolecnost a.s. ("PFC IS"), Dusan Senkypl and Jan Barta (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock, par value $0.01 per share. The Reporting Persons disclaim beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein. Represents securities directly owned by PFC SICAV. PFC IS, as the investment manager of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of each of PFC SICAV and PFC IS, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital and Chief Investment Officer of PFC IS, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV.
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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Pale Fire Capital SE
(Last)(First)(Middle)
ZATECKA 55/14, JOSEFOV
(Street)
PRAGUE110 00
(City)(State)(Zip)
UNITED STATES
(Country)		2. Date of Event Requiring Statement (Month/Day/Year)
03/17/2026		3. Issuer Name and Ticker or Trading Symbol
Phreesia, Inc. [ PHR ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share(1)6,046,324IBy Pale Fire Capital SICAV a.s.(2)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
Pale Fire Capital SE
(Last)(First)(Middle)
ZATECKA 55/14, JOSEFOV
(Street)
PRAGUE110 00
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Pale Fire Capital SICAV a.s.
(Last)(First)(Middle)
ZATECKA 55/14, JOSEFOV
(Street)
PRAGUE110 00
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Pale Fire Capital investicni spolecnost a.s.
(Last)(First)(Middle)
ZATECKA 55/14, JOSEFOV
(Street)
PRAGUE110 00
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Senkypl Dusan
(Last)(First)(Middle)
JESTRABI 493, OSNICE
(Street)
JESENICE252 42
(City)(State)(Zip)
UNITED STATES
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Barta Jan
(Last)(First)(Middle)
NA BATERIICH 104/35, BREVNOV
(Street)
PRAGUE16200
(City)(State)(Zip)
CZECH REPUBLIC
(Country)
Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. This Form 3 is filed jointly by Pale Fire Capital SE ("Pale Fire Capital"), Pale Fire Capital SICAV a.s. ("PFC SICAV"), Pale Fire Capital investicni spolecnost a.s. ("PFC IS"), Dusan Senkypl and Jan Barta (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock, par value $0.01 per share. The Reporting Persons disclaim beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.
2. Represents securities directly owned by PFC SICAV. PFC IS, as the investment manager of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of each of PFC SICAV and PFC IS, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital and Chief Investment Officer of PFC IS, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV.
Pale Fire Capital SE, By: /s/ Dusan Senkypl, Chairman of the Board03/19/2026
Pale Fire Capital SICAV a.s., By: /s/ Dusan Senkypl, Authorized Representative03/19/2026
Pale Fire Capital investicni spolecnost a.s., By: /s/ Dusan Senkypl, Board Member03/19/2026
By: /s/ Dusan Senkypl03/19/2026
By: /s/ Jan Barta03/19/2026
** Signature of Reporting PersonDate
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 5 (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.
* Form 3: SEC 1473 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What does the new Form 3 for Phreesia (PHR) disclose?

The Form 3 discloses that Pale Fire Capital–affiliated entities hold a significant stake in Phreesia (PHR). Pale Fire Capital SICAV a.s. reports indirect ownership of 6,046,324 common shares, and the group may collectively own more than 10% of Phreesia’s outstanding stock.

How many Phreesia (PHR) shares does Pale Fire Capital SICAV a.s. report?

Pale Fire Capital SICAV a.s. reports indirect ownership of 6,046,324 Phreesia common shares. These shares are central to the group’s reported position, and related entities and individuals may be deemed beneficial owners through control relationships, subject to their stated economic interests.

Who are the reporting persons in the Phreesia (PHR) Form 3 filing?

The reporting persons are Pale Fire Capital SE, Pale Fire Capital SICAV a.s., Pale Fire Capital investicni spolecnost a.s., Dusan Senkypl, and Jan Barta. They are identified collectively as a group that may beneficially own over 10% of Phreesia’s outstanding common stock.

Is Pale Fire Capital a 10% owner of Phreesia (PHR)?

The filing states the reporting persons may be part of a Section 13(d) group that beneficially owns more than 10% of Phreesia’s common stock. This reflects aggregated holdings across the affiliated entities rather than a single direct position by one reporting person.

Do the Pale Fire Capital reporting persons claim full beneficial ownership of Phreesia (PHR) shares?

No. The reporting persons disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest. This means they acknowledge potential indirect control but emphasize their claim is limited to their actual economic stake in the shares.