Phreesia director Goldstein receives 502 stock units

The award substitutes deferred stock units for an annual cash retainer, with underlying common stock delivered after board service ends and a qualifying separation from service.

Available on EDGAR 11/02/2026 - 04:16 PM EST Accepted by SEC EDGAR 11/02/2026 - 04:16 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Phreesia, Inc. director Lainie Goldstein received an award of 502 deferred stock units on October 30, 2026, reported at $12.44 per share, in lieu of an annual cash retainer. The units are awarded quarterly in arrears on dates the cash retainer otherwise would be payable. Her reported direct holdings following the award were 71,364 shares. Under the program, the underlying common stock is to be delivered 90 days after the director ceases to serve on the board and incurs a “separation from service” under Section 409A.

Insider Trade Summary

Grant/Award: 502 shares

Grant/Award 1 txn

Insider Goldstein Lainie

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	502	$12.44	$6K

Holdings After Transaction: Common Stock — 71,364 shares (Direct)

Footnotes (1)

1. F1. Granted as a result of director's election to receive deferred stock units ("DSUs") in lieu of an annual cash retainer pursuant to Phreesia, Inc.'s Non-Employee Director Deferred Compensation Program. The DSUs are awarded on the date such annual cash retainer would otherwise be payable (i.e., quarterly in arrears). Director shall receive underlying common stock 90 days after director ceases to serve as a member of the Board of Directors of the Issuer and incurs a "separation from service" within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder.

Key Figures

Deferred stock units awarded: 502 units Reported per-share value: $12.44 per share Reported direct holdings after award: 71,364 shares

3 metrics

Deferred stock units awarded 502 units Awarded October 30, 2026, in lieu of an annual cash retainer

Reported per-share value $12.44 per share Deferred stock unit award on October 30, 2026

Reported direct holdings after award 71,364 shares Following the October 30, 2026 transaction

Key Terms

deferred stock units ("DSUs"), Non-Employee Director Deferred Compensation Program, separation from service

3 terms

deferred stock units ("DSUs") financial

"receive deferred stock units ("DSUs") in lieu of an annual cash retainer"

Non-Employee Director Deferred Compensation Program financial

"pursuant to Phreesia, Inc.'s Non-Employee Director Deferred Compensation Program"

separation from service regulatory

"incurs a "separation from service" within the meaning of Section 409A"

FAQ

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

How many PHR shares did director Lainie Goldstein receive?

Lainie Goldstein received an award of 502 deferred stock units on October 30, 2026, reported at $12.44 per share. The award was made in lieu of an annual cash retainer.

When are the underlying shares for PHR deferred stock units delivered?

The program provides for delivery of the underlying common stock 90 days after the director ceases to serve on the board and incurs a “separation from service” within the meaning of Section 409A.

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

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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^*

Goldstein Lainie

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/30/2026

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	10/30/2026		A		502(1)	A	$12.44	71,364	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. Granted as a result of director's election to receive deferred stock units ("DSUs") in lieu of an annual cash retainer pursuant to Phreesia, Inc.'s Non-Employee Director Deferred Compensation Program. The DSUs are awarded on the date such annual cash retainer would otherwise be payable (i.e., quarterly in arrears). Director shall receive underlying common stock 90 days after director ceases to serve as a member of the Board of Directors of the Issuer and incurs a "separation from service" within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder.

	/s/ Allison Hoffman by Power of Attorney for Lainie Goldstein	11/02/2026
	** 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)