Phreesia (PHR) executive converts cash bonus into 35,573 RSUs at $9.15

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Form Type

Rhea-AI Filing Summary

Roberts Evan reported acquisition or exercise transactions in this Form 4 filing.

Phreesia, Inc. executive Evan Roberts, President, Provider Solutions, received an award of 35,573 shares of Common Stock on April 6, 2026. These fully vested Restricted Stock Units were granted in lieu of his cash bonus for the fiscal year ending January 31, 2026.

The RSUs were valued using a per share price of $9.15, equal to the closing price of Phreesia’s stock on the grant date, and represent 115% of his earned cash bonus amount. After this grant, Roberts directly holds 862,127 shares of Phreesia common stock.

The shares underlying these RSUs, other than any withheld for taxes, must be held until the earlier of the one-year anniversary of the grant date or a Sale Event under Phreesia’s 2019 Stock Option and Incentive Plan.

Insider Trade Summary

Net Buyer: 35,573 shares

Net Buy 1 txn

Insider Roberts Evan

Role President, Provider Solutions

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	35,573	$0.00	$0.00

Holdings After Transaction: Common Stock — 862,127 shares (Direct)

Footnotes (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 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. The shares underlying these RSUs (excluding shares that are withheld to satisfy tax withholding obligations) must be held by the Reporting Person until the earlier of (i) the one-year anniversary of the grant date or (ii) a Sale Event (as defined in the Issuer's 2019 Stock Option and Incentive Plan).

Key Figures

RSUs granted: 35,573 shares Per share valuation: $9.15 per share Bonus conversion multiplier: 115% of earned cash bonus +2 more

5 metrics

RSUs granted 35,573 shares Fully vested RSUs granted April 6, 2026 in lieu of cash bonus

Per share valuation $9.15 per share Closing price of Phreesia common stock on April 6, 2026 used to value RSUs

Bonus conversion multiplier 115% of earned cash bonus RSUs represent 115% of Evan Roberts’ fiscal 2026 earned cash bonus amount

Post-grant holdings 862,127 shares Total direct Phreesia common stock held by Evan Roberts after the RSU grant

Award price reported $0.00 per share Form 4 shows zero purchase price, reflecting compensation grant rather than market buy

Key Terms

Restricted Stock Units ("RSUs"), Senior Executive Cash Incentive Bonus Plan, Sale Event, 2019 Stock Option and Incentive Plan, +1 more

5 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

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

Sale Event financial

"until the earlier of (i) the one-year anniversary of the grant date or (ii) a Sale Event (as defined in the Issuer's 2019 Stock Option and Incentive Plan)."

2019 Stock Option and Incentive Plan financial

"Sale Event (as defined in the Issuer's 2019 Stock Option and Incentive Plan)."

fully vested financial

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

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

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 04/08/2026 - 05:31 PM

FAQ

What did Phreesia (PHR) executive Evan Roberts report in this Form 4?

Evan Roberts reported receiving 35,573 fully vested Restricted Stock Units of Phreesia common stock on April 6, 2026. The award was granted as equity compensation in place of a cash bonus for the fiscal year ending January 31, 2026 under a senior executive bonus plan.

How was the number of Phreesia (PHR) RSUs for Evan Roberts determined?

The 35,573 RSUs were based on a per share value of $9.15, Phreesia’s closing stock price on April 6, 2026. They represent 115% of Roberts’ earned cash bonus amount, reflecting his election to convert that bonus into equity instead of receiving cash.

Is Evan Roberts’ Phreesia (PHR) RSU award an open-market stock purchase?

No, the RSU award is not an open-market purchase. It is a grant of fully vested Restricted Stock Units provided by Phreesia as compensation, in lieu of a cash bonus. There was no purchase price paid by Roberts, and the Form 4 shows a zero-dollar share price.

What holding requirements apply to Evan Roberts’ new Phreesia (PHR) RSUs?

Shares underlying the RSUs, excluding any withheld for taxes, must be held until the earlier of the one-year anniversary of the April 6, 2026 grant date or a Sale Event. Sale Event is defined in Phreesia’s 2019 Stock Option and Incentive Plan governing equity awards.

How many Phreesia (PHR) shares does Evan Roberts own after this RSU grant?

Following the grant, Evan Roberts directly holds 862,127 shares of Phreesia common stock. This total includes the 35,573 new RSU-based shares reported in the filing, reflecting his updated direct ownership position after the compensation-related equity award was issued.

What plan governs Evan Roberts’ Phreesia (PHR) RSU award and bonus election?

The RSU award is tied to Phreesia’s Senior Executive Cash Incentive Bonus Plan for the fiscal year ending January 31, 2026. The holding and Sale Event terms come from Phreesia’s 2019 Stock Option and Incentive Plan, which sets conditions for its equity-based compensation grants.

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^*

Roberts Evan

(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)
	President, Provider Solutions

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		35,573	A	⁽¹⁾	862,127	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. The shares underlying these RSUs (excluding shares that are withheld to satisfy tax withholding obligations) must be held by the Reporting Person until the earlier of (i) the one-year anniversary of the grant date or (ii) a Sale Event (as defined in the Issuer's 2019 Stock Option and Incentive Plan).

	/s/ Allison Hoffman by Power of Attorney for Evan Roberts	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