Phreesia (NYSE: PHR) officer Evan Roberts logs 6,317-share tax sale

Rhea-AI Filing Summary

Phreesia, Inc. executive Evan Roberts reported an automatic sale of common stock tied to tax withholding on equity compensation. On January 8, 2026, Roberts disposed of 6,317 shares of Phreesia common stock at a weighted average price of $17.0071 per share. The shares were sold in non-discretionary transactions under the company’s mandatory sell-to-cover policy to satisfy tax withholding obligations from the settlement of restricted stock units.

After this sale, Roberts directly beneficially owned 834,632 shares of Phreesia common stock. The price reflects multiple trades within a range of $16.81 to $17.56 per share, with full trade details available upon request as noted in the filing.

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

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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^*

Roberts Evan

(Last) (First) (Middle)

C/O PHREESIA, INC.

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, Provider 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)		6,317	D	$17.0071(2)	834,632	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. 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 Evan Roberts	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

What insider transaction did Phreesia (PHR) report for Evan Roberts?

The filing reports that Evan Roberts, President, Provider Solutions of Phreesia, Inc., disposed of 6,317 shares of common stock on January 8, 2026. The transaction is coded as an S sale of non-derivative securities.

Why were Evan Roberts’ Phreesia (PHR) shares sold in this Form 4 filing?

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

At what price were the 6,317 Phreesia (PHR) shares sold by Evan Roberts?

The reported weighted average sale price was $17.0071 per share. The shares were sold in multiple trades at prices ranging from $16.81 to $17.56 per share, inclusive.

How many Phreesia (PHR) shares does Evan Roberts own after this reported transaction?

Following the reported sale, Evan Roberts beneficially owned 834,632 shares of Phreesia common stock, held with direct ownership as indicated in the filing.

Is Evan Roberts considered an insider at Phreesia (PHR)?

Yes. The filing identifies Roberts Evan as an officer of Phreesia, serving as President, Provider Solutions, which qualifies him as an insider for reporting purposes.

Were these Phreesia (PHR) insider sales discretionary trades by Evan Roberts?

No. The filing states that the shares were disposed of in non-discretionary transactions pursuant to the issuer’s mandatory sell-to-cover policy, meaning they were executed to satisfy tax obligations from restricted stock units.