Phreesia awards counsel 14,063 RSUs in bonus swap

Phreesia’s General Counsel received fully vested RSUs in place of a cash bonus for the first half of fiscal 2027, increasing her direct common stock holdings.

Rhea-AI Filing Summary

Phreesia, Inc. (symbol: PHR) is the issuer of record for a Form 4 filing submitted to the SEC. Hoffman Allison C reported acquisition or exercise transactions in this Form 4 filing.

Phreesia, Inc. (PHR) reported that General Counsel & Secretary Allison C. Hoffman received an equity award of 14,063 Restricted Stock Units (RSUs) on September 14, 2026. The RSUs were fully vested at grant and were issued in lieu of a cash bonus under the company’s Senior Executive Cash Incentive Bonus Plan, based on a per-share value of $10.42. Following this award, Hoffman directly owns 280,637 shares of Phreesia common stock. No Rule 10b5-1 trading plan is reported for this transaction.

Insider Trade Summary

Grant/Award: 14,063 shares

Grant/Award 1 txn

Insider Hoffman Allison C

Role General Counsel & Secretary

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	14,063	$0.00	$0.00

Holdings After Transaction: Common Stock — 280,637 shares (Direct)

Footnotes (1)

1. F1. Represents Restricted Stock Units ("RSUs") that were fully vested as of the grant date. These RSUs represent awards received in lieu of the Reporting Person's cash bonus earned for the first half of the fiscal year ending January 31, 2027 under the Issuer's Senior Executive Cash Incentive Bonus Plan. The Reporting Person elected to convert such cash bonus into RSUs representing 115% of the earned cash bonus amount. The number of RSUs granted is based on a per share value of $10.42, the closing price of the Issuer's common stock on September 14, 2026.

Key Figures

RSUs granted: 14,063 shares Per share value for RSUs: $10.42 per share Bonus conversion multiple: 115% +3 more

6 metrics

RSUs granted 14,063 shares Fully vested RSUs granted on September 14, 2026 in lieu of cash bonus

Per share value for RSUs $10.42 per share Closing price of Phreesia common stock on September 14, 2026 used to calculate RSUs

Bonus conversion multiple 115% RSUs represent 115% of the earned cash bonus amount

Shares held after transaction 280,637 shares Direct common stock holdings of Allison C. Hoffman after the RSU grant

Fiscal period covered First half of fiscal year ending January 31, 2027 Performance period for the cash bonus converted into RSUs

Transaction date September 14, 2026 Date the RSUs were granted and valued

Key Terms

Restricted Stock Units ("RSUs"), Senior Executive Cash Incentive Bonus Plan, cash bonus, closing price

4 terms

Restricted Stock Units ("RSUs") financial

"Represents Restricted Stock Units ("RSUs") that were fully vested as of the grant date."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Senior Executive Cash Incentive Bonus Plan financial

"earned for the first half of the fiscal year ending January 31, 2027 under the Issuer's Senior Executive Cash Incentive Bonus Plan."

cash bonus financial

"awards received in lieu of the Reporting Person's cash bonus earned for the first half"

closing price financial

"based on a per share value of $10.42, the closing price of the Issuer's common stock"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Phreesia (PHR) disclose for Allison C. Hoffman?

Phreesia disclosed that General Counsel & Secretary Allison C. Hoffman received 14,063 fully vested RSUs on September 14, 2026 as an equity award, classified as a grant or award acquisition of common stock.

How were the 14,063 RSUs for Phreesia (PHR) valued?

The 14,063 RSUs granted to Allison C. Hoffman were based on a per share value of $10.42, the closing price of Phreesia’s common stock on September 14, 2026.

What compensation period do the new RSUs at Phreesia (PHR) relate to?

The RSUs represent awards received in lieu of Allison C. Hoffman’s cash bonus earned for the first half of the fiscal year ending January 31, 2027 under Phreesia’s Senior Executive Cash Incentive Bonus Plan.

Did Phreesia (PHR) pay a cash bonus or equity to its General Counsel?

For the first half of the fiscal year ending January 31, 2027, Allison C. Hoffman elected to convert her earned cash bonus into RSUs, receiving RSUs representing 115% of the earned cash bonus amount.

How many Phreesia (PHR) shares does Allison C. Hoffman hold after this award?

After the grant of 14,063 RSUs, Allison C. Hoffman directly holds 280,637 shares of Phreesia common stock.

Was the Phreesia (PHR) RSU grant made under a Rule 10b5-1 plan?

No. The filing indicates no Rule 10b5-1 trading plan was reported in connection with this RSU grant to Allison C. Hoffman.

What multiple of the cash bonus did the Phreesia (PHR) RSU award represent?

The RSU award represented 115% of Allison C. Hoffman’s earned cash bonus amount for the first half of the fiscal year ending January 31, 2027.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/16/2026 - 04:28 PM Accepted by SEC EDGAR 09/16/2026 - 04:28 PM Learn about SEC filing dates

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^*

Hoffman Allison C

(Last) (First) (Middle)

C/O PHREESIA

1521 CONCORD PIKE, SUITE 301 PMB 221

(Street)

WILMINGTON DELAWARE 19803

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Phreesia, Inc. [ PHR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel & Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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
Common Stock	09/14/2026		A		14,063	A	$0(1)	280,637	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. Represents Restricted Stock Units ("RSUs") that were fully vested as of the grant date. These RSUs represent awards received in lieu of the Reporting Person's cash bonus earned for the first half of the fiscal year ending January 31, 2027 under the Issuer's Senior Executive Cash Incentive Bonus Plan. The Reporting Person elected to convert such cash bonus into RSUs representing 115% of the earned cash bonus amount. The number of RSUs granted is based on a per share value of $10.42, the closing price of the Issuer's common stock on September 14, 2026.

	/s/ Allison C. Hoffman	09/16/2026
	** 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.
* Form 4: SEC 1474 (03-26)