Roxanne S. Austin - Jul 1, 2023 Form 4 Insider Report for Freshworks Inc. (FRSH)

Role
Director
Signature
/s/ Pamela Sergeeff, Attorney-in-fact
Stock symbol
FRSH
Transactions as of
Jul 1, 2023
Transactions value $
-$138,141
Form type
4
Date filed
7/3/2023, 09:25 PM
Previous filing
Jun 22, 2023
Next filing
Jul 12, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FRSH Class A Common Stock Award $0 +12.1K +9.06% $0.00 145K Jul 1, 2023 Direct F1, F2
transaction FRSH Class A Common Stock Sale -$138K -7.96K -5.48% $17.35 137K Jul 3, 2023 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 With respect to 981 shares, represents the grant of fully-vested restricted stock that the Reporting Person elected to receive in lieu of cash compensation under the Issuer's Non-Employee Director Compensation Policy. Grant reflects director compensation for the second quarter of 2023. The number of shares received in lieu of cash was calculated based on the closing price of a share of Class A Common Stock on June 30, 2023.
F2 With respect to 11,092 shares, represents the Reporting Person's annual grant of a Restricted Stock Unit (RSU) award under the Issuer's Non-Employee Director Compensation Policy. Each of these RSUs represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The number of RSUs granted was calculated based on the closing price of a share of Class A Common Stock on June 30, 2023. The shares shall vest in full on July 1, 2024; provided, however, that in the event a director is up for re-election at the Issuer's next annual meeting of stockholders and is not elected to continue serving as a member of the board of directors at such annual meeting of stockholders, the shares shall be deemed fully vested on that annual meeting date.
F3 The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted, March 10, 2023.