0000899243-19-019843.txt : 20190717 0000899243-19-019843.hdr.sgml : 20190717 20190717195526 ACCESSION NUMBER: 0000899243-19-019843 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190717 FILED AS OF DATE: 20190717 DATE AS OF CHANGE: 20190717 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nathan Daniel CENTRAL INDEX KEY: 0001777126 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38977 FILM NUMBER: 19960273 MAIL ADDRESS: STREET 1: 432 PARK AVENUE SOUTH, 12TH FLOOR STREET 2: C/O PHREESIA, INC. CITY: NEW YORK STATE: NY ZIP: 10016 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Phreesia, Inc. CENTRAL INDEX KEY: 0001412408 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 432 PARK AVENUE S. STREET 2: 12TH FLOOR CITY: New York STATE: NY ZIP: 10016 BUSINESS PHONE: 646-747-9959 MAIL ADDRESS: STREET 1: 432 PARK AVENUE S. STREET 2: 12TH FLOOR CITY: New York STATE: NY ZIP: 10016 FORMER COMPANY: FORMER CONFORMED NAME: Phreesia Inc DATE OF NAME CHANGE: 20070914 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-07-17 0 0001412408 Phreesia, Inc. PHR 0001777126 Nathan Daniel C/O PHREESIA, INC. 432 PARK AVENUE SOUTH, 12TH FLOOR NEW YORK NY 10016 0 1 0 0 Chief Technology Officer Common Stock 22754 D Common Stock 3412 I By Spouse Stock Option (Right to Buy) 0.73 2020-02-25 Common Stock 6826 D Stock Option (Right to Buy) 0.73 2020-02-25 Common Stock 4551 I By Spouse Stock Option (Right to Buy) 0.82 2021-04-11 Common Stock 2275 D Stock Option (Right to Buy) 0.82 2021-04-11 Common Stock 2275 I By Spouse Stock Option (Right to Buy) 0.69 2022-06-18 Common Stock 25030 D Stock Option (Right to Buy) 0.82 2022-06-18 Common Stock 2275 I By Spouse Stock Option (Right to Buy) 0.84 2023-04-02 Common Stock 45510 D Stock Option (Right to Buy) 0.84 2023-04-02 Common Stock 11377 I By Spouse Stock Option (Right to Buy) 0.84 2023-08-19 Common Stock 68265 D Stock Option (Right to Buy) 0.84 2023-08-19 Common Stock 38683 I By Spouse Stock Option (Right to Buy) 2.03 2024-12-18 Common Stock 34132 D Stock Option (Right to Buy) 2.03 2024-12-18 Common Stock 11377 I By Spouse Stock Option (Right to Buy) 4.71 2028-01-30 Common Stock 22755 D Stock Option (Right to Buy) 4.71 2028-01-30 Common Stock 22755 I By Spouse Stock Option (Right to Buy) 8.03 2029-03-26 Common Stock 22755 D Stock Option (Right to Buy) 8.03 2029-03-26 Common Stock 2275 I By Spouse Includes 11,377 Restricted Stock Units ("RSUs") issued under the Phreesia, Inc. 2018 Stock Option and Grant Plan (the "Plan"). Each RSU represents the right to receive one share of Common Stock. Includes 1,137 RSUs issued under the Plan. Each RSU represents the right to receive one share of Common Stock. This option is fully vested and exercisable as of the date hereof. 25% of this option vested and became exercisable on January 31, 2019, with the remainder vesting in thirty-six (36) equal monthly installments thereafter. 25% of this option shall vest and become exercisable on January 17, 2020, with the remainder vesting in three (3) equal annual installments thereafter. Exhibit 24 - Power of Attorney /s/ Charles Kallenbach by Power of Attorney For Daniel Nathan 2019-07-17 EX-24 2 attachment1.htm EX-24 DOCUMENT

                           LIMITED POWER OF ATTORNEY


        The undersigned hereby constitutes and appoints each of Thomas Altier,
Charles Kallenbach and Amy Beth VanDuyn, signing singly, and with full power of
substitution, the undersigned's true and lawful attorney-in-fact to:

        (1)     execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director of Phreesia, Inc. (the
"Company"), from time to time the following U.S. Securities and Exchange
Commission ("SEC") forms: (i) Form ID, including any attached documents, to
effect the assignment of codes to the undersigned to be used in the transmission
of information to the SEC using the EDGAR System; (ii) Form 3, Initial Statement
of Beneficial Ownership of Securities, including any attached documents;  (iii)
Form 4, Statement of Changes in Beneficial Ownership of Securities, including
any attached documents; (iv) Form 5, Annual Statement of Beneficial Ownership of
Securities in accordance with Section 16(a) of the Securities Exchange Act of
1934, as amended, and the rules thereunder, including any attached documents;
(v) Schedule 13D and (vi) amendments of each thereof, in accordance with the
Securities Exchange Act of 1934, as amended, and the rules thereunder, including
any attached documents;

        (2)     do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute any such
Form 3, 4 or 5, Schedule 13D or any amendment(s) thereto, and timely file such
form(s) with the SEC and any securities exchange, national association or
similar authority; and

        (3)     take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact, acting
singly, full power and authority to do and perform any and every act and thing
whatsoever requisite, necessary or proper to be done in the exercise of any of
the rights and powers herein granted, as fully to all intents and purposes as
the undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted.  The undersigned acknowledges that the
foregoing attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 or Regulation 13D-G of
the Securities Exchange Act of 1934, as amended.  The undersigned hereby agrees
to indemnify the attorneys-in-fact and the Company from and against any demand,
damage, loss, cost or expense arising from any false or misleading information
provided by the undersigned to the attorneys-in-fact.

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file such forms with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.  This Power of Attorney supersedes any prior power
of attorney in connection with the undersigned's capacity as an officer and/or
director of the Company.  This Power of Attorney shall expire as to any
individual attorney-in-fact if such attorney-in-fact ceases to be an executive
officer of, or legal counsel to the Company.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of July 15, 2019.

                                         /s/ Daniel Nathan
                                        -------------------------------
                                        Daniel Nathan