Phreesia (PHR) director Gillian Munson receives 19,290 RSU equity award

Rhea-AI Filing Summary

Munson Gillian reported acquisition or exercise transactions in this Form 4 filing.

Phreesia, Inc. director Gillian Munson received an equity award of 19,290 Restricted Stock Units (RSUs) valued at $9.59 per unit. Each RSU represents one share of common stock and will vest in full on the earlier of June 24, 2027 or the next annual shareholder meeting. Munson has elected to defer this grant, and will receive the underlying shares after leaving the board and incurring a separation from service, or five years from the grant date. Following this award, she is reported as holding 66,104 shares of common stock directly.

Insights

Equity compensation analyst

Routine RSU grant increases director’s deferred equity stake.

This Form 4 shows Gillian Munson, a director of Phreesia, Inc., receiving 19,290 RSUs as board compensation under the 2019 Stock Option and Incentive Plan. RSUs are equity awards that convert into common shares upon vesting.

The RSUs vest in a single tranche on the earlier of June 24, 2027 or the next annual stockholder meeting, aligning the director’s incentives with longer-term shareholder interests. The grant is recorded at a reference value of $9.59 per unit.

Munson elected to defer settlement under the Non-Employee Director Deferred Compensation Program, so she will receive shares after a qualifying separation from service or five years from grant. This is a standard governance and tax-planning structure, and the transaction appears as routine director compensation.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Munson Gillian

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	19,290	$9.59	$185K

Holdings After Transaction: Common Stock — 66,104 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 19,290 units Grant value per unit: $9.59 per RSU Total shares after award: 66,104 shares +2 more

5 metrics

RSUs granted 19,290 units Director equity award on June 24, 2026

Grant value per unit $9.59 per RSU Reference price for RSU award

Total shares after award 66,104 shares Director’s reported direct holdings following transaction

RSU vesting date June 24, 2027 Full vesting or earlier at next annual meeting

Transaction code A (grant/award acquisition) Form 4 non-derivative transaction classification

Key Terms

Restricted Stock Units ("RSUs"), 2019 Stock Option and Incentive Plan, Non-Employee Director Deferred Compensation Program, separation from service, +1 more

5 terms

Restricted Stock Units ("RSUs") financial

"The shares reported in this transaction represent Restricted Stock Units ("RSUs") issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

2019 Stock Option and Incentive Plan financial

"RSUs issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan."

Non-Employee Director Deferred Compensation Program financial

"Director has elected to defer this grant pursuant to Phreesia, Inc.'s Non-Employee Director Deferred Compensation Program."

separation from service regulatory

"Director shall receive underlying common stock on the earlier of (a) 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."

Section 409A of the Internal Revenue Code regulatory

"separation from service within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/26/2026 - 04:26 PM Accepted by SEC EDGAR 06/26/2026 - 04:25 PM Learn about SEC filing dates

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^*

Munson Gillian

(Last) (First) (Middle)

C/O PHREESIA, INC.

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)
06/24/2026

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	06/24/2026		A		19,290(1)	A	$9.59	66,104	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 shall vest in full upon the earlier of (i) June 24, 2027 and (ii) the next annual meeting of the Issuer's stockholders. Director has elected to defer this grant pursuant to Phreesia, Inc.'s Non-Employee Director Deferred Compensation Program. Director shall receive underlying common stock on the earlier of (a) 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, or (b) five years from the date of grant of the deferred RSUs.

	/s/ Allison Hoffman as Attorney-in-Fact for Gillian Munson	06/26/2026
	** 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)

FAQ

What did Phreesia (PHR) director Gillian Munson report in this Form 4?

Gillian Munson reported receiving an award of 19,290 Restricted Stock Units (RSUs) of Phreesia common stock. These RSUs are equity compensation granted under the company’s 2019 Stock Option and Incentive Plan and increase her reported direct holdings to 66,104 shares after the award.

How many Phreesia (PHR) RSUs were granted to director Gillian Munson and at what value?

Munson was granted 19,290 Restricted Stock Units of Phreesia common stock at a stated value of $9.59 per unit. Each RSU represents the contingent right to receive one share of common stock, subject to vesting and the director’s previously elected deferral terms.

When will Gillian Munson’s Phreesia (PHR) RSUs vest according to the filing?

The RSUs will vest in full on the earlier of June 24, 2027 or the next annual meeting of Phreesia stockholders. This single vesting event is typical for director compensation, tying the award to continued board service over a multi‑year period or until the next meeting.

What deferral election did Gillian Munson make for her Phreesia (PHR) RSU grant?

Munson elected to defer the RSU grant under Phreesia’s Non-Employee Director Deferred Compensation Program. She will receive the underlying common stock after she ceases to serve on the board and incurs a separation from service, or five years from the grant date, whichever occurs first under the program terms.

How many Phreesia (PHR) shares does Gillian Munson hold after this RSU award?

After the reported RSU grant, Munson is shown as directly holding 66,104 shares of Phreesia common stock. This figure reflects her position following the award and highlights that the transaction increased her overall equity exposure as a board member.

Is Gillian Munson’s Phreesia (PHR) Form 4 transaction a market purchase or sale?

The transaction is classified as a grant or award acquisition, not an open‑market trade. Code “A” on Form 4 indicates shares or units received as compensation, so this filing reflects routine director equity compensation rather than a discretionary market buy or sell.