Phreesia (PHR) director Mark D. Smith awarded 19,290 RSUs with deferred settlement
Rhea-AI Filing Summary
Smith Mark Douglas reported acquisition or exercise transactions in this Form 4 filing.
Phreesia, Inc. director Mark Douglas Smith received a grant of 19,290 Restricted Stock Units (RSUs) of common stock valued at $9.59 per unit. Each RSU represents the right to receive one share of common stock and will vest in full on the earlier of June 24, 2027 or the next annual stockholder meeting.
Following this compensation-related award, Smith holds 56,643 shares of Phreesia common stock directly. He has elected to defer settlement of this RSU grant under the company’s Non-Employee Director Deferred Compensation Program, receiving the underlying shares either within 90 days after leaving the board and incurring a separation from service, or five years from the grant date.
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Insider Trade Summary
Net Buyer: 19,290 shares
Net Buy
1 txn
Insider
Smith Mark Douglas
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 19,290 | $9.59 | $185K |
Holdings After Transaction:
Common Stock — 56,643 shares (Direct)
Footnotes (1)
- F1. 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.
Key Figures
RSUs granted: 19,290 units
Grant value per unit: $9.59 per RSU
Shares after transaction: 56,643 shares
+3 more
6 metrics
RSUs granted
19,290 units
Restricted Stock Units granted to director Mark Douglas Smith
Grant value per unit
$9.59 per RSU
Reference price for RSU award on common stock
Shares after transaction
56,643 shares
Total common shares held directly after RSU grant
Vesting date trigger
June 24, 2027
Latest vesting date; earlier vest on next annual meeting
Deferral outer limit
5 years
Maximum time from grant before deferred RSUs settle
Post-service payout window
90 days
Settlement window after director separation from service
Key Terms
Restricted Stock Units ("RSUs"), Phreesia, Inc. 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.
Phreesia, Inc. 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
"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 of 1986 regulatory
"within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder"
FAQ
What insider transaction did Phreesia (PHR) director Mark Douglas Smith report?
Mark Douglas Smith reported receiving 19,290 Restricted Stock Units (RSUs) of Phreesia common stock as a compensation grant. Each RSU equals one share, with a reference value of $9.59 per unit, and vests based on future service as a director.
When do Mark Douglas Smith’s new Phreesia (PHR) RSUs vest?
The 19,290 Phreesia RSUs granted to Mark Douglas Smith vest in full on the earlier of June 24, 2027 or the company’s next annual stockholder meeting. This structure ties the award to his continuing board service over that period.
What does the deferral election mean for Mark Douglas Smith’s Phreesia RSUs?
Smith elected to defer this RSU grant under Phreesia’s Non-Employee Director Deferred Compensation Program. He will receive the underlying common shares either within 90 days after separating from the board or five years from the grant date, whichever occurs first.
Are Mark Douglas Smith’s Phreesia (PHR) RSUs tied to any specific tax rules?
Yes. The footnote states that payment timing for the deferred RSUs references a “separation from service” within the meaning of Section 409A of the Internal Revenue Code. This framework governs deferred compensation timing and is reflected in the plan’s payout conditions.
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