Phreesia president has 4,794 shares withheld for tax

Officer of Phreesia had shares withheld for RSU tax obligations, reducing direct and spousal holdings but not reflecting any open-market sales.

Rhea-AI Filing Summary

Phreesia, Inc. (PHR) reported that David Linetsky, President, Network Solutions, had shares of common stock withheld on September 18, 2026 to satisfy tax withholding obligations from the settlement of restricted stock units. The issuer withheld 4,475 shares from his direct holdings and 319 shares from shares held by his spouse; these withholdings are explicitly described as not being sales. After these transactions, Linetsky held 419,694 shares directly and 22,267 shares indirectly through his spouse, and no Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Tax Withholding: 4,794 shares

Tax Withholding 2 txns

Insider Linetsky David

Role President, Network Solutions

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	4,475	$10.42	$47K
Tax Withholding	Common Stock F2	319	$10.42	$3K

Holdings After Transaction: Common Stock — 419,694 shares (Direct); Common Stock — 22,267 shares (Indirect, By Spouse)

Footnotes (2)

1. F1. Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the settlement of restricted stock units and does not represent a sale by the Reporting Person.
2. F2. Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the settlement of restricted stock units and does not represent a sale by the Reporting Person's spouse.

Key Figures

Shares withheld for taxes (direct): 4,475 shares Shares withheld for taxes (spouse): 319 shares Reference price per share: $10.42 per share +3 more

6 metrics

Shares withheld for taxes (direct) 4,475 shares Common stock withheld on September 18, 2026 from David Linetsky’s direct holdings for tax withholding obligations

Shares withheld for taxes (spouse) 319 shares Common stock withheld on September 18, 2026 from shares held by spouse for tax withholding obligations

Reference price per share $10.42 per share Value used for both withholding transactions on September 18, 2026

Direct shares after transactions 419,694 shares Common stock directly owned by David Linetsky following the September 18, 2026 withholdings

Indirect shares after transactions (spouse) 22,267 shares Common stock indirectly owned through spouse after the September 18, 2026 withholdings

Total shares withheld for tax obligations 4,794 shares Combined direct and spousal shares withheld by the issuer on September 18, 2026 for tax withholding obligations

Key Terms

restricted stock units, tax withholding obligations

2 terms

restricted stock units financial

"in connection with the settlement of restricted stock units and does not represent a sale"

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.

tax withholding obligations financial

"shares withheld by the Issuer to satisfy tax withholding obligations in connection with the settlement"

FAQ

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

What did Phreesia (PHR) disclose about David Linetsky’s recent share transactions?

Phreesia reported that on September 18, 2026, 4,794 shares of common stock linked to David Linetsky were withheld by the company to cover tax withholding obligations from restricted stock unit settlements; these are stated not to be sales.

How many Phreesia (PHR) shares were withheld from David Linetsky’s direct holdings?

The company reports that 4,475 shares of Phreesia common stock were withheld from David Linetsky’s direct holdings at a value reference of $10.42 per share to satisfy tax withholding obligations tied to restricted stock unit settlement.

How did the Form 4 affect David Linetsky’s remaining Phreesia (PHR) holdings?

After the withholding transactions, David Linetsky is reported to hold 419,694 Phreesia shares directly and 22,267 shares indirectly through his spouse. The filing does not describe any open-market purchases or sales, only tax-related withholdings.

Were the spouse’s Phreesia (PHR) shares also affected in this Form 4?

Yes. The filing states that 319 shares of Phreesia common stock held by his spouse were withheld by the issuer to satisfy tax withholding obligations in connection with restricted stock unit settlement and that this does not represent a sale by the spouse.

Were David Linetsky’s Phreesia (PHR) transactions under a Rule 10b5-1 trading plan?

No. The filing indicates that no Rule 10b5-1 trading plan is reported for these transactions. They are described as shares withheld by the issuer for tax withholding obligations related to restricted stock unit settlement.

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

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Available on EDGAR 09/22/2026 - 04:28 PM Accepted by SEC EDGAR 09/22/2026 - 04:27 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^*

Linetsky David

(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)
	President, Network Solutions

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2026

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	09/18/2026		F		4,475(1)	D	$10.42	419,694	D
Common Stock	09/18/2026		F		319(2)	D	$10.42	22,267	I	By Spouse

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 shares withheld by the Issuer to satisfy tax withholding obligations in connection with the settlement of restricted stock units and does not represent a sale by the Reporting Person.

2. Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the settlement of restricted stock units and does not represent a sale by the Reporting Person's spouse.

	/s/ Allison Hoffman by Power of Attorney for David Linetsky	09/22/2026
	** 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)