Roxanne S. Austin - Jul 1, 2024 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, 2024
Transactions value $
-$78,825
Form type
4
Date filed
7/2/2024, 06:40 PM
Previous filing
Jul 2, 2024
Next filing
Jul 11, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FRSH Class A Common Stock Award $0 +16.3K +7.21% $0.00 242K Jul 1, 2024 Direct F1, F2
transaction FRSH Class A Common Stock Sale -$78.8K -6.1K -2.52% $12.92 236K Jul 2, 2024 Direct F3, F4
* 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 1,143 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 2024. The number of shares received in lieu of cash was calculated by dividing the applicable value of the equity by the average closing price of our common stock over the 30 consecutive trading days immediately preceding July 1, 2024, rounded down to the nearest whole share.
F2 With respect to 15,116 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 by dividing the applicable value of the equity by the average closing price of our common stock over the 30 consecutive trading days immediately preceding July 1, 2024, rounded down to the nearest whole share. The shares shall vest in full on July 1, 2025; 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 11, 2024.
F4 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.86 to $12.96 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.