Phreesia director grants RSUs, sells 2,546 shares

Phreesia, Inc. director Lisa Egbuonu-Davis reported both an equity grant and a small share sale.

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Rhea-AI Filing Summary

Phreesia, Inc. director Lisa Egbuonu-Davis reported both an equity grant and a small share sale. She received 19,290 Restricted Stock Units under the 2019 Stock Option and Incentive Plan at a reference price of $9.59 per unit, each RSU representing one common share. These RSUs vest in full on the earlier of June 24, 2027 or the next annual stockholder meeting. She also sold 2,546 common shares on the open market at $9.53 per share pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on December 16, 2025, and held 38,316 shares directly after the sale.

Insider Trade Summary 10b5-1

Net Seller: 2,546 shares

Net Sell 2 txns

Insider Egbuonu-Davis Lisa

Role Director

Sold 2,546 shs ($24K)

Type	Security	Shares	Price	Value
Sale	Common Stock	2,546	$9.53	$24K
Grant/Award	Common Stock	19,290	$9.59	$185K

Holdings After Transaction: Common Stock — 38,316 shares (Direct)

Footnotes (2)

F1. The shares reported in this transaction represent Restricted Stock Units ("RSUs") issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's common stock. The RSUs shall vest in full upon the earlier of (i) June 24, 2027 and (ii) the next annual meeting of the Issuer's stockholders.
F2. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 16, 2025.

Key Figures

RSU grant size: 19,290 RSUs RSU reference price: $9.59 per unit Shares sold: 2,546 shares +4 more

7 metrics

RSU grant size 19,290 RSUs Restricted Stock Units issued under 2019 Stock Option and Incentive Plan

RSU reference price $9.59 per unit Price associated with RSU grant on June 24, 2026

Shares sold 2,546 shares Open-market sale of common stock on June 25, 2026

Sale price $9.53 per share Price for 2,546 shares sold in open market

Shares held after sale 38,316 shares Direct holdings following reported transactions

10b5-1 plan adoption date December 16, 2025 Date pre-arranged trading plan was adopted

RSU vesting date June 24, 2027 Latest possible vesting date, or earlier at next annual meeting

Key Terms

Restricted Stock Units, RSUs, Rule 10b5-1 trading plan, 2019 Stock Option and Incentive Plan

4 terms

Restricted Stock Units financial

"The shares reported in this transaction represent Restricted Stock Units ("RSUs") issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

RSUs financial

"Each RSU represents the contingent right to receive one share of the Issuer's common stock."

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

Rule 10b5-1 trading plan regulatory

"This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 16, 2025."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

2019 Stock Option and Incentive Plan financial

"RSUs issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan."

FAQ

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

What insider transactions did Phreesia (PHR) director Lisa Egbuonu-Davis report?

Lisa Egbuonu-Davis reported a grant of 19,290 Restricted Stock Units and an open-market sale of 2,546 common shares. The RSUs were issued under Phreesia’s 2019 Stock Option and Incentive Plan, while the sale was executed under a pre-arranged Rule 10b5-1 trading plan.

How many Phreesia (PHR) shares did Lisa Egbuonu-Davis sell and at what price?

She sold 2,546 shares of Phreesia common stock at $9.53 per share in an open-market transaction. The sale was carried out pursuant to a Rule 10b5-1 trading plan adopted on December 16, 2025, indicating it was pre-scheduled rather than discretionary market timing.

What Restricted Stock Units did Lisa Egbuonu-Davis receive from Phreesia (PHR)?

She received 19,290 Restricted Stock Units under Phreesia’s 2019 Stock Option and Incentive Plan, each RSU representing one share of common stock. The RSUs carry a reference price of $9.59 per unit and will vest in full upon a specified future date or event.

When will Lisa Egbuonu-Davis’s Phreesia (PHR) RSUs vest?

Her 19,290 Restricted Stock Units will vest in full on the earlier of June 24, 2027 or the next annual meeting of Phreesia’s stockholders. This schedule ties vesting either to a fixed calendar date or the company’s regular governance cycle.

How many Phreesia (PHR) shares does Lisa Egbuonu-Davis hold after these transactions?

Following the reported transactions, Lisa Egbuonu-Davis directly holds 38,316 shares of Phreesia common stock. This figure reflects her position after receiving the RSU-related shares and completing the 2,546-share open-market sale disclosed in the Form 4 filing.

What is the significance of the Rule 10b5-1 plan in Lisa Egbuonu-Davis’s Phreesia (PHR) sale?

The sale was made under a Rule 10b5-1 trading plan adopted on December 16, 2025, meaning trades were pre-scheduled according to preset instructions. Such plans help insiders transact shares while reducing concerns about trading on nonpublic information.

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

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 06/26/2026 - 04:25 PM EDT

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^*

Egbuonu-Davis Lisa

(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)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2026

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	06/24/2026		A		19,290⁽¹⁾	A	$9.59	40,862	D
Common Stock	06/25/2026		S⁽²⁾		2,546	D	$9.53	38,316	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. The shares reported in this transaction represent Restricted Stock Units ("RSUs") issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's common stock. The RSUs shall vest in full upon the earlier of (i) June 24, 2027 and (ii) the next annual meeting of the Issuer's stockholders.

2. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 16, 2025.

	/s/ Allison Hoffman as Attorney-in-Fact for Lisa Egbuonu-Davis	06/26/2026
	** 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