Phreesia (PHR) insider Linetsky reports 6,106-share tax sell-to-cover

Rhea-AI Filing Summary

Phreesia, Inc. executive David Linetsky, President, Network Solutions, reported a sale of common stock. On January 8, 2026, he disposed of 6,106 shares of Phreesia common stock at a weighted average price of $17.0071 per share. According to the disclosure, these were non-discretionary transactions under the company’s mandatory sell-to-cover policy to satisfy tax withholding obligations tied to the settlement of restricted stock units.

After this transaction, Linetsky beneficially owns 231,723 common shares directly and an additional 9,789 shares indirectly through his spouse.

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

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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^*

Linetsky David

(Last) (First) (Middle)

C/O PHREESIA

1521 CONCORD PIKE, SUITE 301 PMB 221

(Street)

WILMINGTON DE 19803

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Phreesia, Inc. [ PHR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Network Solutions

3. Date of Earliest Transaction (Month/Day/Year)
01/08/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	01/08/2026		S(1)		6,106	D	$17.0071(2)	231,723	D
Common Stock								9,789	I	By Spouse

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. These shares were disposed of in non-discretionary transactions pursuant to the Issuer's mandatory sell-to-cover policy to cover the holder's tax withholding obligations in connection with the settlement of an award of restricted stock units.

2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.81 to $17.56 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Allison Hoffman by Power of Attorney for David Linetsky	01/12/2026
	** 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).
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FAQ

Who is the insider involved in this Phreesia (PHR) Form 4 filing?

The filing reports transactions by David Linetsky, who serves as President, Network Solutions at Phreesia, Inc.

How many Phreesia (PHR) shares did David Linetsky sell?

On January 8, 2026, David Linetsky disposed of 6,106 shares of Phreesia common stock in a reported transaction.

What was the sale price for the Phreesia (PHR) shares in this Form 4?

The reported weighted average sale price was $17.0071 per share, with individual trades occurring between $16.81 and $17.56 per share.

Why were the Phreesia (PHR) shares sold by David Linetsky?

The shares were sold in non-discretionary transactions under Phreesia’s mandatory sell-to-cover policy to cover tax withholding obligations related to the settlement of restricted stock units.

How many Phreesia (PHR) shares does David Linetsky own after the reported transaction?

Following the transaction, he beneficially owns 231,723 shares of Phreesia common stock directly.

Does David Linetsky report any indirect ownership of Phreesia (PHR) shares?

Yes. The filing shows an additional 9,789 Phreesia common shares held indirectly, noted as owned “By Spouse.”

Is this Phreesia (PHR) insider sale part of a discretionary trading plan?

No. The filing states the transactions were non-discretionary and made under a mandatory sell-to-cover policy to satisfy tax withholding on restricted stock unit settlement.