Form 4: Phreesia Director Edward Cahill Granted 6,700 Restricted Stock Units
Insider Transaction Report
Phreesia, Inc. Director Edward L. Cahill was granted 6,700 Restricted Stock Units (RSUs) valued at $27.61 per share, increasing his beneficial ownership to 62,973 shares.
Summary
- Edward L. Cahill, a Director of Phreesia, Inc. (PHR), acquired 6,700 shares of common stock on June 25, 2025.
- The acquisition was in the form of Restricted Stock Units (RSUs) issued under the Phreesia, Inc. 2019 Stock Option and Incentive Plan.
- Each RSU represents the contingent right to receive one share of the Issuer's common stock.
- The RSUs were acquired at a price of $27.61 per share.
- Following this transaction, Edward L. Cahill beneficially owns a total of 62,973 shares.
- The RSUs are set to vest in full upon the earlier of June 25, 2026, or the next annual meeting of the Issuer's stockholders.
- The filing also includes a Substitute Power of Attorney, effective June 23, 2025, appointing Autumn Simpson as a substitute attorney-in-fact for SEC filings on behalf of several Phreesia officers and directors, including Edward Cahill, while retaining Allison Hoffman's authority.
Sentiment
Score: 6
Explanation: The document reports a routine compensation grant to a director, which is a neutral to slightly positive event as it aligns director interests with shareholders. There are no negative or unexpected elements.
Positives
- The grant of Restricted Stock Units to a director aligns the director's interests with those of shareholders, as the value of the compensation is tied to the company's stock performance.
- The increase in beneficial ownership by a director can be viewed as a positive signal of confidence in the company's future prospects.
Future Outlook
The 6,700 Restricted Stock Units granted to Director Edward L. Cahill are scheduled to vest in full upon the earlier of June 25, 2026, or the company's next annual meeting of stockholders.
Industry Context
This Form 4 filing represents a routine insider transaction, specifically a compensation grant of Restricted Stock Units to a director. Such grants are common practice across various industries to incentivize and retain key personnel by aligning their financial interests with the long-term performance of the company's stock.
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 SEC filings on behalf of multiple Phreesia officers and directors. This formalizes the delegation of authority for compliance filings. | June 23, 2025 | Enhances efficiency and continuity in SEC filing processes by providing an additional authorized signatory, without revoking the authority of the primary attorney-in-fact, Allison Hoffman. |
Related Party Transactions
- The grant of 6,700 Restricted Stock Units to Edward L. Cahill, a Director of Phreesia, Inc., constitutes a transaction between the company and a related party (a member of its board of directors).
Stakeholder Impact
- Shareholders: The RSU grant aligns the director's financial incentives with the company's stock performance, potentially encouraging long-term value creation. It also represents a form of dilution upon vesting, though typically planned for in compensation schemes.
- Management/Directors: Edward L. Cahill receives equity compensation, which is a standard component of executive and director remuneration, incentivizing continued service and performance.
Next Steps
- Vesting of the 6,700 Restricted Stock Units on the earlier of June 25, 2026, or the next annual meeting of stockholders.
Key Dates
| Date | Description |
|---|---|
| January 12, 2021 | Date of Power of Attorney for Chaim Indig, David Linetsky, Ramin Sayar, Mark Smith, Michael Weintraub, and Allison Hoffman. |
| January 19, 2021 | Date of Power of Attorney for Edward L. Cahill. |
| January 31, 2021 | Date of Power of Attorney for Lainie Goldstein, Gillian Munson, Evan Roberts, and Amy VanDuyn. |
| March 24, 2023 | Date of Power of Attorney for Balaji Gandhi. |
| June 5, 2023 | Date of Power of Attorney for Lisa Egbuonu-Davis. |
| June 25, 2024 | Date of Power of Attorney for Yvonne Hui. |
| June 23, 2025 | Effective date of Substitute Power of Attorney appointing Autumn Simpson. |
| June 25, 2025 | Transaction date for the acquisition of 6,700 Restricted Stock Units by Edward L. Cahill. |
| June 27, 2025 | Date the Form 4 filing was signed by Allison Hoffman, attorney-in-fact for Edward L. Cahill. |
| June 25, 2026 | Earliest vesting date for the 6,700 Restricted Stock Units granted to Edward L. Cahill. |
| Next Annual Meeting of Stockholders | Alternative vesting condition for the 6,700 Restricted Stock Units, if it occurs earlier than June 25, 2026. |
Keywords
Phreesia, PHR, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU, Director Compensation, Stock Option Plan, Corporate Governance, Beneficial Ownership
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