Is Amy Beth VanDuyn’s Phreesia (PHR) RSU grant an open-market share purchase?

No, the grant is not an open-market purchase. The 20,751 shares were awarded at no cash cost to her as fully vested RSUs, given in lieu of her fiscal 2026 cash bonus under Phreesia’s Senior Executive Cash Incentive Bonus Plan.

Phreesia (NYSE: PHR) HR chief swaps cash bonus for 20,751 RSUs

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

VanDuyn Amy Beth reported acquisition or exercise transactions in this Form 4 filing.

Phreesia, Inc. SVP of Human Resources Amy Beth VanDuyn received a grant of 20,751 shares of Common Stock on April 6, 2026. These shares represent fully vested Restricted Stock Units awarded instead of a cash bonus for the fiscal year ending January 31, 2026.

The RSUs were granted at a per share value of $9.15, equal to the closing stock price on April 6, 2026, and represent 115% of the earned cash bonus amount under Phreesia's Senior Executive Cash Incentive Bonus Plan. After this award, VanDuyn directly holds 178,100 shares of Phreesia common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider VanDuyn Amy Beth

Role SVP, Human Resources

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	20,751	$0.00	--

Holdings After Transaction: Common Stock — 178,100 shares (Direct)

Footnotes (1)

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Key Figures

RSUs granted: 20,751 shares Per share value: $9.15 Bonus conversion uplift: 115% +1 more

4 metrics

RSUs granted 20,751 shares Fully vested RSUs granted April 6, 2026

Per share value $9.15 Closing price of common stock on April 6, 2026

Bonus conversion uplift 115% RSUs represent 115% of earned cash bonus amount

Shares held after grant 178,100 shares Total direct holdings after April 6, 2026 award

Key Terms

Restricted Stock Units ("RSUs"), Senior Executive Cash Incentive Bonus Plan, fully vested, earned cash bonus amount

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 fiscal year ending January 31, 2026 under the Issuer's Senior Executive Cash Incentive Bonus Plan."

fully vested financial

"RSUs that were fully vested as of the grant date."

earned cash bonus amount financial

"convert such cash bonus into RSUs representing 115% of the earned cash bonus amount."

Form 4 Insider Transactions: What Each Field Means →

04/08/2026 - 05:32 PM

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^*

VanDuyn Amy Beth

(Last)

(First)

(Middle)

C/O PHREESIA, INC.

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)
	SVP, Human Resources

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/06/2026		A		20,751	A	⁽¹⁾	178,100	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 fiscal year ending January 31, 2026 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 $9.15, the closing price of the Issuer's common stock on April 6, 2026.

	/s/ Allison Hoffman by Power of Attorney for Amy VanDuyn	04/08/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Phreesia (PHR) disclose about Amy Beth VanDuyn’s recent equity award?

Phreesia reported that SVP of Human Resources Amy Beth VanDuyn received 20,751 fully vested RSUs on April 6, 2026. The award was granted in lieu of her cash bonus for the fiscal year ending January 31, 2026 under the Senior Executive Cash Incentive Bonus Plan.

How many Phreesia (PHR) shares does Amy Beth VanDuyn hold after this Form 4?

After the April 6, 2026 grant, Amy Beth VanDuyn directly holds 178,100 shares of Phreesia common stock. This total includes the 20,751 fully vested RSUs she received in lieu of her fiscal 2026 cash bonus under the company’s executive incentive plan.

What is the nature of the 20,751 Phreesia (PHR) RSUs granted to Amy Beth VanDuyn?

The 20,751 units are fully vested Restricted Stock Units awarded as compensation, not a purchase. They were received in lieu of her earned cash bonus for the fiscal year ending January 31, 2026, under Phreesia’s Senior Executive Cash Incentive Bonus Plan.

At what price were Amy Beth VanDuyn’s Phreesia (PHR) RSUs valued?

The RSUs were valued at $9.15 per share, matching the closing price of Phreesia’s common stock on April 6, 2026. This per share value was used to determine the number of RSUs granted under the company’s incentive bonus plan.

How does the Phreesia (PHR) RSU grant relate to Amy Beth VanDuyn’s cash bonus?

Amy Beth VanDuyn elected to convert her earned cash bonus into Restricted Stock Units. She received RSUs representing 115% of the earned cash bonus amount, increasing her equity-based compensation relative to what a straight cash payment would have provided.