Phreesia, Inc. 8-K

What Happened

• Phreesia, Inc. announced the results of its annual meeting of stockholders held on June 24, 2026 (Proxy Statement filed May 14, 2026). Stockholders elected two Class I directors, ratified KPMG LLP as the independent registered public accounting firm for FY2027, and approved, on a non-binding advisory basis, the compensation of the company’s named executive officers.

Key Details

• Director elections: Chaim Indig and Jon Kessler were each elected to three‑year terms (expiring at the 2029 annual meeting). Vote totals:
  • Chaim Indig: 42,920,634 votes for; 589,075 withheld; 7,978,851 broker non‑votes.
  • Jon Kessler: 43,200,247 votes for; 309,462 withheld; 7,978,851 broker non‑votes.
• Auditor ratification: KPMG LLP was ratified as independent auditor for the fiscal year ending Jan 31, 2027 (51,326,138 for; 140,574 against; 21,848 abstentions).
• Advisory say‑on‑pay: Stockholders approved executive compensation on a non‑binding basis (42,476,742 for; 855,584 against; 177,383 abstentions; 7,978,851 broker non‑votes).

Why It Matters

• Board continuity: Re-election of the two Class I directors maintains the current board composition through 2029, which can influence strategic and governance continuity.
• Auditor confirmation: Ratification of KPMG provides continuity in external financial oversight for FY2027.
• Shareholder feedback on pay: The non‑binding approval (say‑on‑pay) indicates majority support for executive compensation as disclosed, but because it is advisory, the board may still consider shareholder concerns in future compensation decisions.

Filed by Phreesia, Inc. on Form 8‑K (dated June 24, 2026).