Form 4: Phreesia CFO Sells Shares Under Pre-Arranged 10b5-1 Plan

Phreesia's Chief Financial Officer, Balaji Gandhi, sold 9,583 shares of common stock for approximately $30.01 per share under a pre-arranged trading plan.

Summary

• Balaji Gandhi, Chief Financial Officer of Phreesia, Inc. (PHR), reported the sale of 9,583 shares of common stock.
• The transaction occurred on August 25, 2025, at a weighted average price of $30.0063 per share.
• The shares were sold in multiple transactions at prices ranging from $30.00 to $30.81 per share, inclusive.
• This sale was executed pursuant to a Rule 10b5-1 trading plan adopted by Mr. Gandhi on September 17, 2024.
• Following this transaction, Mr. Gandhi beneficially owns 97,078 shares of Phreesia common stock directly.

Sentiment

Score: 5

Explanation: The transaction is a routine insider sale executed under a pre-arranged 10b5-1 plan, which typically has a neutral impact on market sentiment as it is not indicative of new information or a change in outlook.

Positives

• The transaction was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned and compliant sale rather than a reactive one.
• The existence of a 10b5-1 plan demonstrates adherence to SEC regulations regarding insider trading.

Negatives

• Insider selling, even under a 10b5-1 plan, can sometimes be perceived by the market as a reduction in management's direct stake in the company.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This filing is a routine insider transaction report and does not provide information directly related to broader industry trends or competitors.

Stakeholder Impact

• Shareholders may observe a slight reduction in direct insider ownership, though the 10b5-1 plan context mitigates negative interpretations.

Next Steps

• The Reporting Person undertakes to provide full information regarding the number of shares sold at each separate price within the reported range upon request to the Issuer, any security holder, or the SEC staff.

Key Dates

Recommendation

The reported sale by the CFO is a routine transaction executed under a pre-arranged Rule 10b5-1 trading plan. Such planned sales are generally not considered indicative of a change in the company's fundamental prospects or management's confidence, and therefore, do not warrant a change in investment recommendation based solely on this filing.

Keywords

Phreesia, PHR, Balaji Gandhi, CFO, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan