Roxanne S. Austin - Apr 8, 2024 Form 4 Insider Report for Freshworks Inc. (FRSH)

Role
Director
Signature
/s/ Pamela Sergeeff, Attorney-in-Fact
Stock symbol
FRSH
Transactions as of
Apr 8, 2024
Transactions value $
$0
Form type
4
Date filed
4/10/2024, 08:02 PM
Previous filing
Apr 3, 2024
Next filing
May 7, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FRSH Class A Common Stock Other $0 +149K +167% $0.00 238K Apr 8, 2024 Direct F1
transaction FRSH Class A Common Stock Conversion of derivative security $0 +12.6K +5.29% $0.00 251K Apr 10, 2024 Direct

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 Class B Common Stock Options Exercise $0 -11.5K -7.14% $0.00 149K Apr 8, 2024 Class B Common Stock 11.5K Direct F2, F3
transaction FRSH Class B Common Stock Options Exercise $0 +11.5K +4.55% $0.00 264K Apr 8, 2024 Class A Common Stock 11.5K Direct F4
transaction FRSH Restricted Stock Units Other $0 -149K -100% $0.00* 0 Apr 8, 2024 Class A Common Stock 149K $0.00 Direct F1, F3, F5
transaction FRSH Class B Common Stock Conversion of derivative security $0 -12.6K -4.78% $0.00 251K Apr 10, 2024 Class A Common Stock 12.6K Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reporting person was previously granted a Restricted Stock Unit ("RSU") award covering shares of Class B Common Stock. Such RSU award was previously reported in Table II of Form 4. On April 8, 2024, the RSU award was modified to provide that 148,960 of the unvested RSUs subject to the award will settle in shares of Class A Common Stock (the "Modified RSUs"). Other than with respect to the change in share class for which the Modified RSUs will settle, the RSU award remains unchanged. The reporting person has elected to report the Modified RSUs in Table I rather than Table II. The reported transaction reflects such change in reporting. The total reported in Column 5 of Table I now includes the Modified RSUs that settle in Class A Common Stock. As reported in Column 9 of Table II, there are no remaining RSUs that settle in Class B Common Stock.
F2 Each RSU 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 RSU award granted to the Reporting Person. The RSU shall vest as follows: 1/48th of the shares subject to the RSU will vest in equal monthly installments over 48 months following May 8, 2021, 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 Not applicable.