Phreesia (PHR) CEO Indig Chaim Receives 400,000-Share PSU Award

What Happened

• Indig Chaim, CEO of Phreesia, Inc. (PHR), received a target award of 400,000 performance stock units (PSUs) on September 1, 2026. The grant is reported as a derivative award (transaction code A) with an acquisition price of $0.00 — no cash was paid.
• These PSUs do not convert into shares immediately. The actual number of shares delivered (if any) depends on achievement of specified stock-price hurdles during the performance period and on subsequent vesting/certification.

Key Details

• Transaction date: 2026-09-01; Form 4 filed: 2026-09-28 (filed ~27 days after the grant).
• Award amount: Target = 400,000 PSUs; reported acquisition price = $0.00 (derivative).
• Performance period: September 1, 2026 through September 1, 2031.
• Performance measurement: Average closing price over any consecutive 60 trading-day period.
• Payout scale: 0%, 50%, 100%, 150% or 200% of target (hurdles at $17.00, $22.00, $27.00 and $32.00 per share); actual payout could range from 0 to 200% (interpolation applies).
• Vesting: PSUs earned for an achieved hurdle vest one‑third on certification, one‑third on the first anniversary of certification, and one‑third on the second anniversary; any outstanding earned PSUs vest no later than Sept 1, 2031. Vested PSUs are settled in shares (dividend equivalents accrue and are settled in shares when related PSUs are settled).
• Shares owned after transaction: not specified in the provided filing.
• Filing timeliness: The Form 4 was filed several weeks after the grant date; this is a delayed filing relative to the typical two-business-day requirement.

Context

• These PSUs are a form of long-term incentive/compensation, contingent on future stock-price performance and continued service — not an immediate purchase or sale of common stock. If performance hurdles are met and the PSUs vest, shares (and accrued dividend equivalents) will be issued according to the award terms.