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Phreesia (PHR) CEO logs 33,008-share tax withholding, holds 1.39M shares

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Phreesia, Inc. Chief Executive Officer Chaim Indig reported a routine tax-related share disposition. On the settlement of restricted stock units, 33,008 shares of common stock were withheld by the company at $9.15 per share to cover tax withholding obligations and did not involve an open-market sale. After this withholding, Indig directly holds 1,389,595 common shares, and an additional 255,000 shares are held indirectly through the Indig Dynasty Trust, a family trust advised by his sister-in-law for the benefit of his immediate family.

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Negative

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Insider Indig Chaim
Role Chief Executive Officer
Type Security Shares Price Value
Tax Withholding Common Stock 33,008 $9.15 $302K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,389,595 shares (Direct); Common Stock — 255,000 shares (Indirect, Indig Dynasty Trust)
Footnotes (1)
  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. These shares are held by a family trust of which the reporting person's sister-in-law is the investment advisor and distribution advisor. Members of the reporting person's immediate family are the sole beneficiaries of such trust.
Shares withheld for taxes 33,008 shares at $9.15 Tax withholding on RSU settlement on 2026-04-09
Direct holdings after transaction 1,389,595 shares Common stock directly owned following tax withholding
Indirect holdings in trust 255,000 shares Common stock held by Indig Dynasty Trust
Tax withholding transactions 1 transaction, 33,008 shares Summary of F-code tax-withholding disposition
restricted stock units financial
"in connection with the settlement of restricted stock units and does not"
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"
family trust financial
"These shares are held by a family trust of which the reporting person's"
investment advisor financial
"sister-in-law is the investment advisor and distribution advisor."
distribution advisor financial
"sister-in-law is the investment advisor and distribution advisor."
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Indig Chaim
(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/09/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/09/2026F33,008(1)D$9.151,389,595D
Common Stock255,000IIndig Dynasty Trust(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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. These shares are held by a family trust of which the reporting person's sister-in-law is the investment advisor and distribution advisor. Members of the reporting person's immediate family are the sole beneficiaries of such trust.
/s/ Allison Hoffman by Power of Attorney for Chaim Indig04/13/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Phreesia (PHR) CEO Chaim Indig report in this Form 4 filing?

Chaim Indig reported a tax-related share disposition. Phreesia withheld 33,008 common shares to satisfy tax obligations from restricted stock unit settlement, while Indig’s direct holdings rose to 1,389,595 shares, plus 255,000 shares held indirectly through the Indig Dynasty Trust.

Was the Phreesia (PHR) CEO’s Form 4 transaction an open-market stock sale?

No, the transaction was not an open-market sale. The filing states the 33,008 shares were withheld by Phreesia solely to satisfy tax withholding obligations related to restricted stock units, and explicitly notes this withholding does not represent a sale by Chaim Indig.

How many Phreesia (PHR) shares does CEO Chaim Indig hold after this filing?

After the reported transaction, Chaim Indig directly holds 1,389,595 Phreesia common shares. In addition, 255,000 shares are held indirectly through the Indig Dynasty Trust, bringing total reported exposure across direct and indirect holdings to more than 1.6 million shares.

What are the 33,008 Phreesia (PHR) shares mentioned in the CEO’s Form 4?

The 33,008 shares are common stock withheld by Phreesia to cover tax withholding obligations on the settlement of restricted stock units. The filing clarifies these withheld shares represent tax payment, not a discretionary sale or market transaction by CEO Chaim Indig.

What is the Indig Dynasty Trust referenced in Phreesia (PHR) CEO’s Form 4?

The Indig Dynasty Trust is a family trust holding 255,000 Phreesia shares. The filing notes the reporting person’s sister-in-law serves as investment and distribution advisor, and members of Chaim Indig’s immediate family are the sole beneficiaries of this trust-held indirect position.