Chaim Indig - Apr 13, 2022 Form 4 Insider Report for Phreesia, Inc. (PHR)

Role: Chief Executive Officer, Director
Signature: /s/ Allison Hoffman by Power of Attorney for Chaim Indig
Stock symbol: PHR
Transactions as of: Apr 13, 2022
Transactions value $: -$349,423
Form type: 4
Date filed: 4/18/2022, 04:09 PM
Previous filing: Feb 22, 2022
Next filing: Jul 15, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PHR	Common Stock	Award		+18.3K	+1.48%		1.26M	Apr 13, 2022	Direct	F1, F2
transaction	PHR	Common Stock	Tax liability	-$269K	-9.36K	-0.74%	$28.73	1.25M	Apr 13, 2022	Direct	F2, F3
transaction	PHR	Common Stock	Tax liability	-$80.6K	-2.92K	-0.23%	$27.63	1.25M	Apr 14, 2022	Direct	F2, F4
holding	PHR	Common Stock						255K	Apr 13, 2022	Indig Dynasty Trust	F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents Restricted Stock Units ("RSUs") that were fully vested as of the grant date. These RSUs represent awards received in lieu of the Reporting Person's cash bonus earned for the fiscal year ended January 31, 2022 under the Issuer's Senior Executive Cash Incentive Bonus Plan. The Reporting Person elected to convert such cash bonus into RSUs representing 115% of the earned cash bonus amount. The number of RSUs granted are based on a per share value of $28.73, the closing price of the Issuer's common stock on April 13, 2022. The shares underlying these RSUs (excluding shares that are withheld to cover applicable tax withholding obligations) must be held by the Reporting Person until the earlier of (i) the one-year anniversary of the grant date or (ii) a Sale Event (as defined in the Issuer's 2019 Stock Option and Incentive Plan).
F2	A portion of these shares represent RSUs. Each RSU represents a contingent right to receive one share of the Issuer's common stock.
F3	Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the settlement of fully vested RSUs granted on April 13, 2022 and does not represent a sale by the Reporting Person.
F4	Represents shares withheld by the Issuer to satisfy withholding obligations in connection with the vesting and settlement of RSUs and does not represent a sale by the Reporting Person.
F5	These shares are held by a family trust of which the Reporting Person's sister-in-law is the investment advisor and distribution advisor. Members of the Reporting Person's immediate family are the sole beneficiaries of such trust.