Phreesia (PHR) director Jon Kessler receives 19,290 RSUs as equity grant

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Kessler Jon reported acquisition or exercise transactions in this Form 4 filing.

Phreesia, Inc. director Jon Kessler received a grant of 19,290 shares of Common Stock in the form of Restricted Stock Units at an indicated value of $9.59 per share. These RSUs vest in full on the earlier of June 24, 2027 or the company’s next annual stockholder meeting. Following this award, Kessler directly holds 43,884 shares of Phreesia common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Kessler Jon

Role null

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

Holdings After Transaction: Common Stock — 43,884 shares (Direct, null)

Footnotes (1)

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Key Figures

RSU grant size: 19,290 shares Grant reference price: $9.59 per share Post-grant holdings: 43,884 shares +1 more

4 metrics

RSU grant size 19,290 shares Restricted Stock Units awarded to director Jon Kessler

Grant reference price $9.59 per share Indicated value per RSU for the award

Post-grant holdings 43,884 shares Kessler’s direct Phreesia common stock holdings after the transaction

Vesting date June 24, 2027 Latest possible full vesting date for RSUs

Key Terms

Restricted Stock Units, RSUs, 2019 Stock Option and Incentive Plan

3 terms

Restricted Stock Units 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 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.

RSUs financial

"Each RSU represents the contingent right to receive one share of the Issuer's common stock."

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

2019 Stock Option and Incentive Plan financial

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/26/2026 - 04:24 PM Accepted by SEC EDGAR 06/26/2026 - 04:24 PM

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^*

Kessler Jon

(Last)

(First)

(Middle)

C/O PHREESIA, INC.

1521 CONCORD PIKE STE 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/24/2026		A		19,290⁽¹⁾	A	$9.59	43,884	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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.

	/s/ Allison Hoffman, attorney-in-fact for Jon Kessler	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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Phreesia (PHR) report for Jon Kessler?

Phreesia reported that director Jon Kessler received 19,290 Restricted Stock Units of common stock. The award is a compensation-related grant, not an open-market purchase or sale, and increases his directly held position to 43,884 shares.

What type of securities did Jon Kessler receive from Phreesia (PHR)?

Jon Kessler received Restricted Stock Units, or RSUs, each representing one share of Phreesia common stock. These RSUs were granted under the company’s 2019 Stock Option and Incentive Plan as part of his director compensation.

When do Jon Kessler’s Phreesia (PHR) RSUs vest?

Kessler’s RSUs vest in full on the earlier of June 24, 2027 or the next annual meeting of Phreesia stockholders. This creates a single vesting event tied to either a time-based milestone or the upcoming annual meeting.

How many Phreesia (PHR) shares does Jon Kessler hold after this grant?

After the RSU award, Jon Kessler directly holds 43,884 shares of Phreesia common stock. This total includes the 19,290 RSUs granted in the reported transaction, reflecting his updated post-grant equity position.

Was Jon Kessler’s Phreesia (PHR) transaction an open-market buy or sell?

The transaction was not an open-market buy or sell. It was a grant of 19,290 RSUs classified as a compensation-related acquisition, with no reported sale of shares and no open-market trade involved in this filing.