Rathnagirish Mathrubootham - 31 Dec 2022 Form 4 Insider Report for Freshworks Inc. (FRSH)

Role
Chief Executive Officer, Director
Signature
/s/ Pamela Sergeeff, Attorney-in-fact
Issuer symbol
FRSH
Transactions as of
31 Dec 2022
Net transactions value
-$1,220,606
Form type
4
Filing time
04 Jan 2023, 19:05:19 UTC
Previous filing
03 Nov 2022
Next filing
03 Feb 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FRSH Class A Common Stock Conversion of derivative security $0 +9,576 $0.000000 9,576 31 Dec 2022 Direct
transaction FRSH Class A Common Stock Tax liability $140,863 -9,576 -100% $14.71 0 31 Dec 2022 Direct F1
transaction FRSH Class A Common Stock Conversion of derivative security $0 +73,402 $0.000000 73,402 01 Jan 2023 Direct
transaction FRSH Class A Common Stock Tax liability $1,079,743 -73,402 -100% $14.71 0 01 Jan 2023 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction FRSH Performance Rights Options Exercise $0 -20,800 -33% $0.000000 41,600 31 Dec 2022 Class B Common Stock 20,800 Direct F2, F3
transaction FRSH Class B Common Stock Options Exercise $0 +20,800 +0.13% $0.000000 16,114,719 31 Dec 2022 Class A Common Stock 20,800 Direct F4
transaction FRSH Class B Common Stock Conversion of derivative security $0 -9,576 -0.06% $0.000000 16,105,143 31 Dec 2022 Class A Common Stock 9,576 Direct F4
transaction FRSH Restricted Stock Units Options Exercise $0 -168,750 -25% $0.000000 506,250 01 Jan 2023 Class B Common Stock 168,750 Direct F2, F5
transaction FRSH Class B Common Stock Options Exercise $0 +168,750 +1% $0.000000 16,273,893 01 Jan 2023 Class A Common Stock 168,750 Direct F4
transaction FRSH Class B Common Stock Conversion of derivative security $0 -73,402 -0.45% $0.000000 16,200,491 01 Jan 2023 Class A Common Stock 73,402 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the number of shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the settlement of Restricted Stock Units.
F2 Each Restricted Stock Unit represents a contingent right to receive one share of Class B Common Stock.
F3 The shares of Class B Common Stock are to be acquired upon the vesting of a Restricted Stock Unit award granted to the Reporting Person. The Restricted Stock Units shall vest as follows: 1/4th of the shares subject to the restricted stock unit vest on the first anniversary of December 31, 2019, and the remaining shares will vest in equal installments every six months thereafter over 36 months, subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2011 Stock Plan) and the occurrence of either (1) an IPO or (2) a Sale Event (each as defined in the Issuer's 2011 Stock Plan), in each case, within 10 years following the grant date.
F4 Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock upon the sale or transfer of such share of Class B Common Stock, subject to certain exceptions, and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation. Each share of Class B Common Stock will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and has no expiration date.
F5 The shares of Class B Common Stock are to be acquired upon the vesting of a Restricted Stock Unit award granted to the Reporting Person. The Restricted Stock Units shall vest as follows: 1/4th of the shares subject to the restricted stock unit vest on the first anniversary of July 1, 2020, and the remaining shares will vest in equal installments every six months thereafter over 36 months, subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2011 Stock Plan) and the occurrence of either (1) an IPO or (2) a Sale Event (each as defined in the Issuer's 2011 Stock Plan), in each case, within 10 years following the grant date.