Form 4: Phreesia GC Granted 45,000 Restricted Stock Units
Insider Transaction Report
Phreesia's General Counsel and Secretary, Allison C. Hoffman, was granted 45,000 Restricted Stock Units, vesting over four years.
Summary
- Allison C. Hoffman, General Counsel & Secretary of Phreesia, Inc. (PHR), was granted 45,000 shares of Common Stock in the form of Restricted Stock Units (RSUs).
- The transaction date for this acquisition was December 5, 2025.
- The RSUs were 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 vest in a staggered schedule: 10% on December 5, 2026, 20% on December 5, 2027, 30% on December 5, 2028, and 40% on December 5, 2029.
- Vesting is contingent upon Ms. Hoffman's continued service to Phreesia through each vesting date.
- The grant of these RSUs was approved by the Compensation Committee of the Board of Directors on October 1, 2025.
- Following this transaction, Ms. Hoffman beneficially owns a total of 180,737 shares of Common Stock.
Sentiment
Score: 7
Explanation: The grant of RSUs to a key executive is a positive signal for executive retention and alignment with shareholder interests, reflecting standard corporate governance and compensation practices. It does not, however, indicate any immediate operational or financial performance changes.
Positives
- The grant of Restricted Stock Units to a key executive like the General Counsel aligns her long-term interests with those of the shareholders, promoting retention and performance.
- Equity compensation is a standard practice for attracting and retaining top talent in competitive industries.
Future Outlook
The vesting schedule for the Restricted Stock Units extends through December 5, 2029, indicating a long-term commitment from the General Counsel to the company and a strategic approach to executive retention and motivation.
Industry Context
The grant of Restricted Stock Units to a senior executive is a common and widely accepted practice in the technology and healthcare IT sectors. It serves as a key component of executive compensation packages, designed to incentivize long-term performance and align management's financial interests with those of shareholders.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Approval | The Compensation Committee of the Board of Directors approved the grant of Restricted Stock Units to Allison C. Hoffman. | 10/01/2025 | This demonstrates adherence to established corporate governance procedures for executive compensation, ensuring oversight and formal approval of equity grants. |
Stakeholder Impact
- Shareholders: The RSU grant aligns the General Counsel's financial incentives with long-term shareholder value creation, potentially leading to more focused decision-making.
- Employees: This type of executive compensation can signal stability and a commitment to retaining key leadership, which can positively influence employee morale and confidence.
Next Steps
- The RSUs will vest according to the specified schedule on December 5, 2026, 2027, 2028, and 2029, subject to continued service.
Key Dates
| Date | Description |
|---|---|
| 10/01/2025 | Compensation Committee of the Board of Directors approved the RSU grant. |
| 12/05/2025 | Transaction date for the acquisition of 45,000 Restricted Stock Units by Allison C. Hoffman. |
| 12/09/2025 | Date the Form 4 filing was signed by Allison C. Hoffman. |
| 12/05/2026 | First vesting date for 10% of the granted RSUs. |
| 12/05/2027 | Second vesting date for 20% of the granted RSUs. |
| 12/05/2028 | Third vesting date for 30% of the granted RSUs. |
| 12/05/2029 | Final vesting date for 40% of the granted RSUs. |
Keywords
Phreesia, PHR, Restricted Stock Units, RSUs, Executive Compensation, Insider Transaction, Equity Grant, Allison C. Hoffman
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