Phreesia Insider: 6,230 RSUs Granted to Evan Roberts, Ownership Now 730,598

Rhea-AI Filing Summary

Evan Roberts, President, Provider Solutions at Phreesia, Inc. (PHR) reported a non-derivative acquisition on 09/11/2025 of 6,230 shares of common stock in the form of Restricted Stock Units (RSUs). The filing shows the RSUs vested on the grant date and were granted in lieu of a cash bonus earned for the first half of the fiscal year ending January 31, 2026 after the Reporting Person elected to convert the bonus into RSUs at 115% of the earned cash amount.

The grant used a per-share value of $25.48, the closing price on 09/11/2025. After the transaction the Reporting Person beneficially owned 730,598 shares. Shares underlying the RSUs (other than those sold non-discretionarily to cover taxes) must be held until the earlier of the one-year anniversary of the grant or a Sale Event as defined in the company plan. The Form 4 was signed on 09/15/2025 by Allison Hoffman by power of attorney for Evan Roberts.

Positive

• RSUs vested and were granted representing a conversion of an earned cash bonus into equity for alignment with shareholders
• Conversion factor of 115% indicates the Reporting Person elected an above-par conversion of the earned cash bonus into RSUs as disclosed
• Post-transaction beneficial ownership disclosed: 730,598 shares, providing transparency
• Holding restriction specified until the earlier of one-year anniversary or a Sale Event, which promotes retention

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Officer converted earned cash bonus into RSUs with a one-year holding condition, increasing reported beneficial ownership to 730,598 shares.

The filing documents an officer-level compensation election to receive equity rather than cash, which aligns management’s pay with shareholder equity performance for at least the near term due to the one-year hold or Sale Event restriction. The disclosure is straightforward: 6,230 RSUs vested on grant, conversion factor of 115% applied, and a grant valuation based on the closing price of $25.48 on 09/11/2025. The Form 4 properly reports the post-transaction beneficial ownership and includes a POA signature.

Securities Analyst

TL;DR: Report shows an equity-based settlement of a mid-year bonus that modestly increased the insider’s share count to 730,598.

The transaction is reported as an acquisition of RSUs rather than an open-market purchase, reflecting a compensation adjustment rather than a direct insider market buy. Key specifics are documented: 6,230 RSUs granted, price basis $25.48, and the holding restriction until the earlier of one year or a Sale Event. The filing includes clear transactional details and the required signatures, satisfying Section 16 reporting requirements.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Roberts Evan

Role President, Provider Solutions

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	6,230	$0.00	--

Holdings After Transaction: Common Stock — 730,598 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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 DE 19803

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	09/11/2025		A		6,230	A	(1)	730,598	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 first half of 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 $25.48, the closing price of the Issuer's common stock on September 11, 2025. The shares underlying these RSUs (excluding shares that are sold in non-discretionary transactions to cover taxes) 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	09/15/2025
	** 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.

FAQ

What transaction did Evan Roberts report on Form 4 for PHR?

The Form 4 reports the acquisition on 09/11/2025 of 6,230 RSUs that vested on the grant date and were granted in lieu of a cash bonus.

How many Phreesia (PHR) shares does Evan Roberts beneficially own after the reported transaction?

The filing shows the Reporting Person beneficially owned 730,598 shares following the reported transaction.

What was the valuation used for the RSU grant in the PHR Form 4?

The number of RSUs was based on a per-share value of $25.48, the closing price of Phreesia common stock on 09/11/2025.

Why were RSUs issued to Evan Roberts according to the filing?

The RSUs were issued because the Reporting Person elected to convert a cash bonus earned for the first half of the fiscal year ending January 31, 2026 into RSUs representing 115% of the earned cash bonus amount.

Are there any restrictions on the RSU shares reported in the Form 4?

Yes. Shares underlying the RSUs, excluding shares sold non-discretionarily to cover taxes, must be held until the earlier of the one-year anniversary of the grant date or a Sale Event as defined in the company plan.

Who signed the Form 4 filing for Evan Roberts?

The Form 4 was signed on 09/15/2025 by Allison Hoffman by power of attorney for Evan Roberts.