Phreesia (PHR) officer receives 66,000 RSUs with multi-year vesting schedule

Rhea-AI Filing Summary

Phreesia, Inc. reported that its officer, the President of Provider Solutions, received a grant of 66,000 restricted stock units (RSUs) of Phreesia common stock on December 5, 2025. Each RSU represents the right to receive one share of common stock, bringing the officer’s total beneficial ownership to 790,949 shares after this grant.

The RSUs vest over four years, with 10% vesting on December 5, 2026, 20% on December 5, 2027, 30% on December 5, 2028, and 40% on December 5, 2029, assuming continued service with the company. The grant was approved by the Compensation Committee under Phreesia’s 2019 Stock Option and Incentive Plan and was reported as an acquisition at a price of $0 per share, consistent with standard RSU awards.

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

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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)
12/05/2025

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	12/05/2025		A		66,000(1)	A	$0	790,949	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. The shares reported in this transaction represent Restricted Stock Units ("RSUs") issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's common stock. The RSUs vest as follows: 10% of the RSUs shall vest on December 5, 2026, 20% of the RSUs shall vest on December 5, 2027, 30% of the RSUs shall vest on December 5, 2028 and 40% of the RSUs shall vest on December 5, 2029, subject to the Reporting Person's continued service to the Issuer through each vesting date. The grant of RSUs was approved by the Compensation Committee of the Board of Directors on October 1, 2025.

	/s/ Allison Hoffman by Power of Attorney for Evan Roberts	12/09/2025
	** 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).
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FAQ

What insider transaction did Phreesia (PHR) report in this Form 4?

The company reported that its President, Provider Solutions, acquired 66,000 restricted stock units (RSUs) of Phreesia common stock on December 5, 2025 at a price of $0 per unit under the company’s equity plan.

How many Phreesia (PHR) shares does the reporting officer own after this transaction?

Following the RSU grant, the officer beneficially owns 790,949 shares of Phreesia common stock, held in direct ownership.

What are the vesting terms of the 66,000 RSUs granted by Phreesia (PHR)?

The 66,000 RSUs vest over four years: 10% on December 5, 2026, 20% on December 5, 2027, 30% on December 5, 2028, and 40% on December 5, 2029, subject to continued service.

Under which plan were the new RSUs for Phreesia (PHR) granted?

The RSUs were issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan, which governs the company’s equity-based compensation awards.

Who approved the RSU grant reported in Phreesia (PHR)’s Form 4?

The grant of the 66,000 RSUs was approved by the Compensation Committee of Phreesia’s Board of Directors on October 1, 2025.

What role does the reporting person hold at Phreesia (PHR)?

The reporting person is an officer of Phreesia, serving as President, Provider Solutions.