Phreesia (PHR) insider files Form 4 reporting 191,447-share disposition
Rhea-AI Filing Summary
Phreesia, Inc. (PHR) Form 4 shows David Linetsky reported dispositions of Phreesia common stock. The filing discloses a small, specified sale of 78 shares executed as non-discretionary transactions under the issuer's mandatory sell-to-cover policy to satisfy tax withholding on restricted stock unit settlement; the weighted-average price reported for those shares is $29.1555, with execution prices ranging from $28.77 to $29.40. The filing also reports a separate disposition of 191,447 shares. After the reported transactions, the filing indicates the reporting person beneficially owns 9,717 shares indirectly through a spouse.
Positive
- None.
Negative
- Reporting person disposed of 191,447 shares (disposition recorded without a price in the table)
- Insider sold 78 shares (non-discretionary sell-to-cover), indicating issuance-related dilution and tax-related sales
Insights
TL;DR: Insider disclosed routine sell-to-cover and a large separate disposition; transparency is good but the large sale is notable.
The Form 4 records a routine, issuer-mandated sell-to-cover of 78 shares to satisfy tax withholding on RSU settlement, disclosed with weighted-average and execution price range details which aids transparency. Separately, the filing reports a disposal of 191,447 shares without a disclosed price in the table, which is material by volume relative to typical insider transactions and warrants investor attention to context (e.g., source of shares, whether related to secondary sales or other plans). The post-transaction indirect beneficial ownership of 9,717 shares held via spouse is clearly stated. Overall, this filing is informative but the large disposition is the primary item of interest for market participants.
TL;DR: Filing follows disclosure requirements; the sell-to-cover is standard, while the large disposal should be monitored for context.
The disclosure explains the 78-share sale as non-discretionary under the issuer's mandatory sell-to-cover policy, including price details and an offer to provide transaction-level information on request, which is a good governance practice. The additional reported disposal of 191,447 shares is explicitly recorded as a disposition but lacks price detail in the primary table; governance and compliance teams typically ensure supplementary information is available on request. The reporting is properly signed via power of attorney, satisfying procedural formality.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 78 | $29.1555 | $2K |
| 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 holder'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 $28.77 to $29.40 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.
