Phreesia Insider Sell-to-Cover: 6,328 Shares Disposed; Holdings Remain High
Rhea-AI Filing Summary
Phreesia, Inc. insider Chaim Indig completed a small, routine sale of company stock to satisfy tax withholding after restricted stock units vested. The filing reports a disposition of 6,328 shares on 09/16/2025 at a weighted average price of $23.2844 per share, with sale prices ranging from $22.83 to $23.69. After the sale the reporting person beneficially owns 1,255,771 shares directly and 255,000 shares indirectly through the Indig Dynasty Trust.
The Form 4 notes the sale was non-discretionary under the issuer's mandatory sell-to-cover policy and that the indirect holdings are held in a family trust for immediate-family beneficiaries.
Positive
- Sale was non-discretionary and executed under the issuer's mandatory sell-to-cover policy to cover tax withholding
- Reporting person retains substantial ownership: 1,255,771 shares directly and 255,000 shares indirectly via family trust
- Transparent pricing disclosure including weighted average price $23.2844 and explicit price range $22.83–$23.69
Negative
- None.
Insights
TL;DR: Routine sell-to-cover transaction; minimal market impact and substantial ongoing ownership remains.
The reported disposition of 6,328 shares appears to be a tax-withholding sale tied to the settlement of restricted stock units rather than a discretionary divestiture. The weighted average sale price is $23.2844 and sales occurred within a narrow $22.83–$23.69 range. Post-transaction beneficial ownership totals 1,255,771 shares directly and 255,000 indirectly, which indicates continued meaningful economic interest by the reporting person. From a trading-flow perspective this small, planned sale is unlikely to signal a change in insider conviction.
TL;DR: Disclosure is standard and transparent; transaction was executed under a mandatory policy and properly reported.
The Form 4 discloses that the shares were disposed of in non-discretionary transactions pursuant to the issuer's mandatory sell-to-cover policy to cover tax withholding on settled restricted stock units. The filer provides a price range and offers to supply detailed per-price sale information on request, which aligns with good disclosure practice. The filing also clarifies the nature of indirect ownership via a family trust and the role of an identified advisor, supporting transparency regarding potential related-party holdings.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 6,328 | $23.2844 | $147K |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- These shares were disposed of in non-discretionary transactions pursuant to the Issuer's mandatory sell-to-cover policy to cover the Reporting Person's tax withholding obligations in connection with the settlement of an award of restricted stock units. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.83 to $23.69 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. These shares are held by a family trust of which the reporting person's sister-in-law is the investment advisor and distribution advisor. Members of the reporting person's immediate family are the sole beneficiaries of such trust.
