Phreesia Inc
For the period ended Jan 31, 2025. Filed Mar 13, 2025.
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FY2025 · Filed Mar 13, 2025
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Item 9B. Other Information
On January 6, 2025, Michael Weintraub, a member of the Company’s Board of Directors, adopted a trading arrangement for the sale of securities of the Company’s common stock (a “Rule 10b5-1 Trading Plan”) that is intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c). Mr. Weintraub’s Rule 10b5-1 Trading Plan, which expires on March 31, 2025, provides for the potential exercise of vested stock options and the associated sale of up to 40,000 shares of the Company’s common stock.
On January 10, 2025, Amy VanDuyn, the Senior Vice President, Human Resources of the Company, adopted a Rule 10b5-1 Trading Plan that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c). Ms. VanDuyn’s Rule 10b5-1 Trading Plan, which expires on December 31, 2025, provides for the sale of up to 18,573 shares of common stock.
On January 10, 2025, Mark Smith, a member of the Company’s Board of Directors, adopted a Rule 10b5-1 Trading Plan that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c). Dr. Smith’s Rule 10b5-1 Trading Plan, which expires on December 31, 2025, provides for the potential exercise of vested stock options and the associated sale of up to 12,000 shares of the Company’s common stock.
On January 15, 2025, David Linetsky, the Senior Vice President, Life Sciences of the Company, adopted a Rule 10b5-1 Trading Plan that is intended to satisfy the affirmative defense conditions of Exchange Act Rule 10b5-1(c). Mr. Linetsky’s Rule 10b5-1 Trading Plan provides for the sale of (i) up to 107,810 shares of common stock, (ii) an additional number of shares receivable upon the vesting of certain equity awards that may be granted pursuant to Mr. Linetsky’s full fiscal year 2025 bonus, first half of fiscal year 2026 bonus and full fiscal year 2026 bonus, net of any shares sold in non-discretionary transactions pursuant to the Company’s mandatory sell-to-cover policy to cover Mr. Linetsky’s tax withholding obligations in connection with the vesting and settlement of RSUs and (iii) 100% of his vested 2022 PSUs, net of the number of shares sold to cover Mr. Linetsky’s taxes. The number of shares to be granted pursuant to Mr. Linetsky’s full fiscal year 2025 bonus, first half of fiscal year 2026 bonus and full fiscal year 2026 bonus and the number of shares to be sold by him to cover taxes, and thus the exact number of shares to be sold pursuant to Mr. Linetsky’s Rule 105b-1 Trading Plan, can only be determined upon the occurrence of future events. Mr. Linetsky’s Rule 10b5-1 Trading Plan expires on April 15, 2026, or upon the earlier completion of all authorized transactions under the plan.
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