Phreesia director granted 4,376 and 20,218 RSUs

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

Rhea-AI Filing Summary

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

Phreesia, Inc. director Jon Kessler received two equity awards of restricted stock units (RSUs) on Common Stock as compensation. One award covers 4,376 RSUs that vest in full on the earlier of April 6, 2027 or the next annual stockholder meeting. A second award covers 20,218 RSUs that vest in four substantially equal annual installments beginning April 6, 2027. After these grants, Kessler directly holds 24,594 common-share-equivalent RSUs, aligning his compensation more closely with Phreesia’s future share performance.

Insider Trade Summary

Grant/Award: 24,594 shares

Grant/Award 2 txns

Insider Kessler Jon

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4,376	$0.00	$0.00
Grant/Award	Common Stock	20,218	$0.00	$0.00

Holdings After Transaction: Common Stock — 24,594 shares (Direct)

Footnotes (2)

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) April 6, 2027 and (ii) the next annual meeting of the Issuer's stockholders.
2. F2. The shares reported in this transaction represent 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 four substantially equal annual installments beginning on April 6, 2027.

Key Figures

RSU grant 1: 4,376 RSUs RSU grant 2: 20,218 RSUs Post-transaction RSU holdings: 24,594 RSUs +2 more

5 metrics

RSU grant 1 4,376 RSUs Vest in full on earlier of April 6, 2027 or next annual meeting

RSU grant 2 20,218 RSUs Vest in four substantially equal annual installments beginning April 6, 2027

Post-transaction RSU holdings 24,594 RSUs Total direct common-share-equivalent RSUs after grants

Grant price per RSU $0.00 per unit Compensation-related awards, not open-market purchases

Form type Form 4 Insider reporting of equity award acquisitions

Key Terms

restricted stock units ("RSUs"), contingent right, 2019 Stock Option and Incentive Plan, annual meeting of the Issuer's stockholders

4 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.

contingent right financial

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

2019 Stock Option and Incentive Plan financial

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

annual meeting of the Issuer's stockholders regulatory

"vest in full upon the earlier of (i) April 6, 2027 and (ii) the next annual meeting of the Issuer's stockholders."

FAQ

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

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

Phreesia reported that director Jon Kessler received two grants of restricted stock units on common stock as equity compensation. The awards total 4,376 time-based RSUs with single vesting and 20,218 RSUs vesting in installments, increasing his direct equity-linked holdings in Phreesia.

How many RSUs did Jon Kessler receive in the latest Phreesia (PHR) Form 4?

Jon Kessler received 4,376 restricted stock units in one grant and 20,218 restricted stock units in a second grant. Each RSU represents the contingent right to receive one share of Phreesia’s common stock, subject to vesting conditions and continued service on the board.

What are the vesting terms of Jon Kessler’s 4,376 RSU grant at Phreesia (PHR)?

The 4,376 RSUs vest in full upon the earlier of April 6, 2027 or the next annual meeting of Phreesia’s stockholders. This structure ties the award to both a fixed date and the company’s regular stockholder meeting cycle, encouraging continued board service.

How do the 20,218 RSUs granted to Jon Kessler at Phreesia (PHR) vest?

The 20,218 RSUs vest in four substantially equal annual installments beginning on April 6, 2027. This multi-year vesting schedule is typical for director or executive equity awards, designed to promote longer-term alignment with shareholder interests and ongoing service.

Does the Form 4 for Phreesia (PHR) show Jon Kessler buying or selling shares on the market?

The Form 4 shows grant or award acquisitions of RSUs at a price of $0.00 per unit, not open-market purchases or sales. These are compensation-related awards under Phreesia’s 2019 Stock Option and Incentive Plan rather than discretionary trading in the company’s common stock.

How many Phreesia (PHR) shares does Jon Kessler hold after these RSU grants?

Following these transactions, Jon Kessler directly holds 24,594 restricted stock units tied to Phreesia common stock. Each RSU represents the contingent right to receive one share upon vesting, meaning his future share ownership will depend on the awards’ vesting and any subsequent settlements.

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

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Accepted by SEC EDGAR 04/08/2026 - 05:23 PM 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^*

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)
04/06/2026

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	04/06/2026		A		4,376(1)	A	$0	4,376	D
Common Stock	04/06/2026		A		20,218(2)	A	$0	24,594	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. 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) April 6, 2027 and (ii) the next annual meeting of the Issuer's stockholders.

2. The shares reported in this transaction represent 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 four substantially equal annual installments beginning on April 6, 2027.

	/s/ Allison Hoffman, attorney-in-fact for Jon Kessler	04/08/2026
	** 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)