Phreesia director granted 1,085 deferred stock units

Phreesia director Gillian Munson received an award of 1,085 deferred stock units valued at $9.21 per unit instead of an annual cash retainer.

Rhea-AI Filing Summary

Phreesia director Gillian Munson received an award of 1,085 deferred stock units valued at $9.21 per unit instead of an annual cash retainer. These units convert into common shares after she leaves the board or five years from grant, bringing her direct holdings to 46,814 shares.

Insider Trade Summary

Grant/Award: 1,085 shares

Grant/Award 1 txn

Insider Munson Gillian

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,085	$9.21	$10K

Holdings After Transaction: Common Stock — 46,814 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 on the earlier of (i) 90 days after ceasing to serve as a member of the Board of Directors of the Issuer and incurring 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 (ii) five years from the date of grant of the DSUs.

Key Figures

Deferred stock units granted: 1,085 units Reference price per unit: $9.21 per share Shares held after grant: 46,814 shares

3 metrics

Deferred stock units granted 1,085 units Grant on transaction date for director compensation

Reference price per unit $9.21 per share Valuation used for the 1,085-unit grant

Shares held after grant 46,814 shares Total direct Phreesia common stock following the award

Key Terms

deferred stock units, Non-Employee Director Deferred Compensation Program, separation from service, Section 409A

4 terms

deferred stock units financial

"Granted as a result of director's election to receive deferred stock units ("DSUs") in lieu of an annual cash retainer"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

Non-Employee Director Deferred Compensation Program financial

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

separation from service regulatory

"after ceasing to serve as a member of the Board of Directors of the Issuer and incurring a "separation from service""

Section 409A regulatory

"within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended"

FAQ

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

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

Director Gillian Munson reported receiving 1,085 deferred stock units valued at $9.21 each. The award is compensation in lieu of an annual cash retainer and increases her direct Phreesia holdings to 46,814 shares of common stock after the grant.

Is Gillian Munson buying or selling Phreesia (PHR) stock in this filing?

She is not buying or selling in the market; she received 1,085 deferred stock units as a grant. The award represents non-cash director compensation that converts into common shares later, rather than an open-market purchase or sale of Phreesia stock.

When will Gillian Munson receive Phreesia common stock for her deferred stock units?

She will receive the underlying Phreesia common stock on the earlier of 90 days after she ceases serving on the board and has a separation from service, or five years from the grant date of the deferred stock units, according to the compensation program.

Why did Phreesia (PHR) grant deferred stock units instead of cash to Gillian Munson?

The units were granted because Munson elected to receive deferred stock units instead of an annual cash retainer. This election is made under Phreesia’s Non-Employee Director Deferred Compensation Program, which allows directors to take equity-based compensation in lieu of quarterly cash fees.

How many Phreesia shares does Gillian Munson hold after this Form 4 transaction?

After the grant of 1,085 deferred stock units, Munson’s direct holdings total 46,814 shares of Phreesia common stock. This figure reflects her position reported following the transaction date and shows the scale of her equity stake as a board member.

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

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Accepted by SEC EDGAR 05/04/2026 - 06:12 PM EDT 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)
04/30/2026

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	04/30/2026		A		1,085(1)	A	$9.21	46,814	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 on the earlier of (i) 90 days after ceasing to serve as a member of the Board of Directors of the Issuer and incurring 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 (ii) five years from the date of grant of the DSUs.

	/s/ Allison Hoffman as Attorney-in-Fact for Gillian Munson	05/04/2026
	** 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)