Form 4: Phreesia CEO Chaim Indig Sells Shares for Tax Obligations from RSU Vesting
Insider Transaction Report
Phreesia, Inc. CEO and Director Chaim Indig disposed of 3,171 shares of common stock at a weighted average price of $26.8858 to satisfy tax withholding obligations related to a restricted stock unit award.
Summary
- Chaim Indig, Chief Executive Officer and Director of Phreesia, Inc. (PHR), sold 3,171 shares of common stock on July 17, 2025.
- The shares were disposed of at a weighted average price of $26.8858 per share, with individual transactions ranging from $26.38 to $27.29.
- This transaction was non-discretionary, executed under the company's mandatory sell-to-cover policy to fulfill tax withholding obligations associated with the settlement of a restricted stock unit (RSU) award.
- Following the transaction, Chaim Indig directly beneficially owns 1,251,403 shares of Phreesia common stock.
- An additional 255,000 shares are indirectly owned through the Indig Dynasty Trust, a family trust where the reporting person's immediate family are the sole beneficiaries.
- The filing also includes a Power of Attorney document, effective June 23, 2025, which appoints Allison Hoffman as attorney-in-fact for various Phreesia officers and directors, including Chaim Indig, for SEC filings, and further appoints Autumn Simpson as a substitute attorney-in-fact.
Sentiment
Score: 6
Explanation: The transaction itself is neutral as it's a mandatory sell-to-cover for tax purposes. However, the underlying event is the vesting of restricted stock units, which is a positive for the executive as it represents compensation.
Positives
- The underlying event for the share disposal is the settlement of a restricted stock unit (RSU) award, indicating compensation for the executive.
Negatives
- No specific negatives are identified beyond the sale of shares, which was for tax purposes and not a discretionary sale.
Risks
- No specific risks are mentioned in the context of this Form 4 filing.
Future Outlook
No forward-looking statements or guidance are provided in this Form 4 filing.
Industry Context
This Form 4 filing details an individual insider transaction (sell-to-cover) and a related Power of Attorney, which are routine compliance events and do not provide broader insights into industry trends or competitive landscape.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Delegation of Authority | A Substitute Power of Attorney was executed, appointing Autumn Simpson as a substitute attorney-in-fact for various Phreesia officers and directors, including Chaim Indig, to execute and file SEC documents. This supplements, rather than revokes, the existing authority of Allison Hoffman. | 2025-06-23 | This is a routine administrative update to ensure continuity in SEC filing compliance for company insiders. |
Related Party Transactions
- 255,000 shares are indirectly owned through the Indig Dynasty Trust, a family trust where the reporting person's sister-in-law is the investment and distribution advisor, and immediate family members are the sole beneficiaries.
Stakeholder Impact
- Shareholders: The sale of a small number of shares by an insider for tax purposes is a routine event and is unlikely to have a significant direct impact on shareholders. The underlying RSU award indicates continued alignment of executive interests with company performance.
- Employees: No direct impact on employees is indicated.
Next Steps
- No specific future actions, events, or milestones are mentioned beyond the reporting of this transaction.
Key Dates
| Date | Description |
|---|---|
| 2021-01-12 | Date of Power of Attorney for Allison Hoffman, Chaim Indig, David Linetsky, Ramin Sayar, Mark Smith, Michael Weintraub. |
| 2021-01-19 | Date of Power of Attorney for Ed Cahill. |
| 2021-01-31 | Date of Power of Attorney for Lainie Goldstein, Gillian Munson, Evan Roberts, Amy VanDuyn. |
| 2023-03-24 | Date of Power of Attorney for Balaji Gandhi. |
| 2023-06-05 | Date of Power of Attorney for Lisa Egbuonu-Davis. |
| 2024-06-25 | Date of Power of Attorney for Yvonne Hui. |
| 2025-06-23 | Effective date of Substitute Power of Attorney appointing Autumn Simpson. |
| 2025-07-17 | Date of common stock transaction (disposal of shares). |
| 2025-07-21 | Date of signature for the Form 4 filing. |
Recommendation
holdKeywords
Phreesia, PHR, Chaim Indig, SEC Form 4, Insider Trading, Stock Sale, Restricted Stock Units, RSU, Tax Withholding, Corporate Governance, Power of Attorney
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