Pale Fire Capital group buys 1.6M Phreesia (NYSE: PHR) shares

Rhea-AI Filing Summary

Phreesia, Inc. reported a series of open-market insider purchases by an affiliated investment vehicle. Over three days, Pale Fire Capital SICAV a.s., part of a group that may be deemed to own more than 10% of Phreesia, bought a total of 1,602,505 shares of common stock in the open market. The purchases included 303,300 shares at a price of $11.1962 on one day, 519,196 shares at $11.1531 on the next, and 780,009 shares at $11.6899 on the following day. After these transactions, Pale Fire Capital SICAV a.s. indirectly held 7,648,829 shares of Phreesia common stock. The filing notes that the reporting persons disclaim beneficial ownership beyond their pecuniary interest and that prices reflect weighted averages for multiple trades within narrow price ranges.

Insights

Equity ownership & governance analyst

Large affiliated holder increased Phreesia stake with open-market buys.

The filing shows Pale Fire Capital SICAV a.s., part of a group that may exceed 10% ownership, purchasing 1,602,505 Phreesia shares in three open-market transactions around $11–$12 per share. These are cash purchases of common stock, not option exercises or grants.

Following the latest trade, the entity indirectly holds 7,648,829 shares, indicating a sizable ongoing position. All transactions are attributed to Pale Fire Capital SICAV a.s., with related entities and individuals potentially deemed beneficial owners, while formally disclaiming beneficial ownership beyond their pecuniary interests.

The prices are reported as weighted averages over multiple trades in narrow ranges on March 17–19, 2026, suggesting accumulation over several executions. Future company filings may clarify how this ownership level interacts with broader shareholder structure and any governance dynamics.

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
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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^*

Pale Fire Capital SE

(Last) (First) (Middle)

ZATECKA 55/14, JOSEFOV

(Street)

PRAGUE 110 00

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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

	Form filed by One Reporting Person
X	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, par value $0.01 per share(1)	03/17/2026		P		303,300	A	$11.1962(2)	6,349,624	I	By Pale Fire Capital SICAV a.s.(3)
Common Stock, par value $0.01 per share(1)	03/18/2026		P		519,196	A	$11.1531(4)	6,868,820	I	By Pale Fire Capital SICAV a.s.(3)
Common Stock, par value $0.01 per share(1)	03/19/2026		P		780,009	A	$11.6899(5)	7,648,829	I	By Pale Fire Capital SICAV a.s.(3)

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

1. Name and Address of Reporting Person^*

Pale Fire Capital SE

(Last) (First) (Middle)

ZATECKA 55/14, JOSEFOV

(Street)

PRAGUE 110 00

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Pale Fire Capital SICAV a.s.

(Last) (First) (Middle)

ZATECKA 55/14, JOSEFOV

(Street)

PRAGUE 110 00

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Pale Fire Capital investicni spolecnost a.s.

(Last) (First) (Middle)

ZATECKA 55/14, JOSEFOV

(Street)

PRAGUE 110 00

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Senkypl Dusan

(Last) (First) (Middle)

JESTRABI 493, OSNICE

(Street)

JESENICE 252 42

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Barta Jan

(Last) (First) (Middle)

NA BATERIICH 104/35, BREVNOV

(Street)

PRAGUE 16200

(City) (State) (Zip)

CZECH REPUBLIC

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. This Form 4 is filed jointly by Pale Fire Capital SE ("Pale Fire Capital"), Pale Fire Capital SICAV a.s. ("PFC SICAV"), Pale Fire Capital investicni spolecnost a.s. ("PFC IS"), Dusan Senkypl and Jan Barta (collectively, the "Reporting Persons"). Each of the Reporting Persons may be deemed to be a member of a Section 13(d) group that collectively beneficially owns more than 10% of the Issuer's outstanding shares of Common Stock, par value $0.01 per share. The Reporting Persons disclaim beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein.

2. Represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.1619 to $11.2004, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased in each transaction.

3. Represents securities directly owned by PFC SICAV. PFC IS, as the investment manager of PFC SICAV, may be deemed to beneficially own the securities directly owned by PFC SICAV. Pale Fire Capital, as the controlling person and sole shareholder of each of PFC SICAV and PFC IS, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV. Mr. Senkypl, as a control person and Chairman of the board of Pale Fire Capital, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV. Mr. Barta, as a control person and Chairman of the supervisory board of Pale Fire Capital and Chief Investment Officer of PFC IS, may be deemed to beneficially own the securities beneficially owned directly by PFC SICAV.

4. Represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.0633 to $11.1683, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased in each transaction.

5. Represents a weighted average price. These shares were purchased in multiple transactions at prices ranging from $11.3943 to $11.7713, inclusive. The Reporting Persons undertake to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased in each transaction.

	Pale Fire Capital SE, By: /s/ Dusan Senkypl, Chairman of the Board	03/19/2026
	Pale Fire Capital SICAV a.s., By: /s/ Dusan Senkypl, Authorized Representative	03/19/2026
	Pale Fire Capital investicni spolecnost a.s., By: /s/ Dusan Senkypl, Board Member	03/19/2026
	By: /s/ Dusan Senkypl	03/19/2026
	By: /s/ Jan Barta	03/19/2026
	** 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 insider transactions did Pale Fire Capital report for Phreesia (PHR)?

Pale Fire Capital SICAV a.s. reported three open-market purchases of Phreesia common stock, totaling 1,602,505 shares. These trades occurred on March 17, 18, and 19, 2026, at weighted average prices slightly above $11 per share, increasing its indirect holdings.

At what prices did Pale Fire Capital SICAV a.s. buy Phreesia (PHR) shares?

The entity bought Phreesia shares at weighted average prices of $11.1962, $11.1531, and $11.6899. Each figure reflects multiple executions within narrow price ranges, as disclosed, with detailed trade breakdowns available on request from the reporting persons.

How many Phreesia (PHR) shares does Pale Fire Capital SICAV a.s. hold after these purchases?

After the latest reported transaction, Pale Fire Capital SICAV a.s. indirectly held 7,648,829 Phreesia common shares. This total reflects its position following the March 19, 2026 buy, as reported, and is attributed to indirect ownership through the investment vehicle structure.

Who are the reporting persons in the Phreesia (PHR) Form 4 filing?

The filing is joint for Pale Fire Capital SE, Pale Fire Capital SICAV a.s., Pale Fire Capital investicni spolecnost a.s., Dusan Senkypl, and Jan Barta. Together, they may be deemed part of a Section 13(d) group exceeding 10% ownership of Phreesia’s common stock.

Do the Phreesia (PHR) reporting persons claim full beneficial ownership of the purchased shares?

No. The reporting persons state they may be deemed members of a group owning over 10% of Phreesia, but they disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest, limiting the scope of their claimed economic exposure.

Which entity directly owns the Phreesia (PHR) shares mentioned in the Form 4?

The shares are directly owned by Pale Fire Capital SICAV a.s. The filing notes that related entities and individuals, including Pale Fire Capital SE and Pale Fire Capital investicni spolecnost a.s., may be deemed beneficial owners due to control relationships described in the footnotes.