Form 4: Phreesia CEO Acquires Shares via RSU Conversion
Insider Transaction Report
Phreesia CEO Chaim Indig acquired 61,068 shares of common stock through the conversion of restricted stock units (RSUs) awarded in lieu of a cash bonus.
Summary
- Chaim Indig, CEO of Phreesia, Inc., acquired 61,068 shares of common stock on April 6, 2026.
- These shares were received as Restricted Stock Units (RSUs) that were fully vested upon grant.
- The RSUs were awarded in lieu of a cash bonus earned for the fiscal year ending January 31, 2026.
- Indig elected to convert his cash bonus into RSUs, representing 115% of the earned bonus amount.
- The RSUs were valued at $9.15 per share, based on the closing price on April 6, 2026.
- These shares are subject to a holding requirement until the earlier of the one-year anniversary of the grant date or a Sale Event.
- Indig also beneficially owns 255,000 shares held indirectly through the Indig Dynasty Trust.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a neutral to slightly positive event, as it represents an insider acquiring equity, albeit through a conversion of compensation rather than an open market purchase.
Positives
- CEO's acquisition of shares signals confidence in the company.
- Conversion of bonus to RSUs at a premium (115%) suggests a favorable valuation or incentive structure.
- The RSU award is based on a cash bonus earned, indicating performance-based compensation.
Negatives
- The acquisition is a conversion of earned compensation rather than an open market purchase, which may not reflect new investment conviction.
- The holding requirement until a Sale Event or anniversary date limits immediate liquidity for these shares.
Risks
- The value of the acquired shares is tied to the company's stock price, which is subject to market volatility.
- A 'Sale Event' could trigger the release of shares, potentially leading to increased selling pressure.
Future Outlook
The filing does not contain forward-looking statements or guidance. The acquisition is a reporting of a past transaction.
Management Comments
- The Reporting Person elected to convert such cash bonus into RSUs representing 115% of the earned cash bonus amount.
- The number of RSUs granted is based on a per share value of $9.15, the closing price of the Issuer's common stock on April 6, 2026.
Industry Context
StockSavvy.ai notes that insider stock awards, particularly those converting cash compensation into equity, are common in the SaaS and healthcare technology sectors where Phreesia operates, often used to align executive interests with long-term shareholder value.
Related Party Transactions
- The Indig Dynasty Trust, holding 255,000 shares, has the reporting person's sister-in-law as investment advisor and distribution advisor, with immediate family members as beneficiaries.
Stakeholder Impact
- Shareholders: The acquisition by the CEO, even if through compensation conversion, can be seen as a positive signal of commitment.
- Employees: The structure of the award highlights performance-based compensation and long-term alignment.
- Management: The CEO's compensation is directly tied to the company's stock performance through these RSUs.
Next Steps
- The acquired shares 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.
Key Dates
| Date | Description |
|---|---|
| 01/31/2026 | Fiscal year end for which the cash bonus was earned. |
| 04/06/2026 | Date of the transaction (RSU grant and conversion) and closing price determination. |
| 04/08/2026 | Date the Form 4 was signed. |
Keywords
Phreesia, PHR, Form 4, Insider Transaction, Chaim Indig, Restricted Stock Units, RSU, CEO, Beneficial Ownership, Stock Acquisition
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