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4//SEC Filing

NELSON ZACHARY 4

Accession 0001127602-25-018824

CIK 0001544522other

Filed

Jul 2, 8:00 PM ET

Accepted

Jul 3, 2:20 PM ET

Size

16.9 KB

Accession

0001127602-25-018824

Insider Transaction Report

Form 4
Period: 2025-07-01
Transactions
  • Conversion

    Class B Common Stock

    2025-07-028,433106,454 total
    Class A Common Stock (8,433 underlying)
  • Award

    Class A Common Stock

    2025-07-01+13,98038,870 total
  • Sale

    Class A Common Stock

    2025-07-02$14.80/sh8,433$124,80838,870 total
  • Exercise/Conversion

    Restricted Stock Units

    2025-07-019,37018,750 total
    Exp: 2031-08-08Class B Common Stock (9,370 underlying)
  • Conversion

    Class A Common Stock

    2025-07-02+8,43347,303 total
  • Exercise/Conversion

    Class B Common Stock

    2025-07-01+9,370114,887 total
    Class A Common Stock (9,370 underlying)
Footnotes (7)
  • [F1]With respect to 744 shares, represents the grant of fully-vested restricted stock that the Reporting Person elected to receive in lieu of cash compensation under the Issuer's Non-Employee Director Compensation Policy. Grant reflects director compensation for the second quarter of 2025. The number of shares received in lieu of cash was calculated by dividing the applicable value of the equity by the average closing price of our common stock over the 30 consecutive trading days immediately preceding July 1, 2025, rounded down to the nearest whole share.
  • [F2]With respect to 13,236 shares, represents the Reporting Person's annual grant of a Restricted Stock Unit (RSU) award under the Issuer's Non-Employee Director Compensation Policy. Each of these RSUs represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The number of RSUs granted was calculated by dividing the applicable value of the equity by the average closing price of our common stock over the 30 consecutive trading days immediately preceding July 1, 2025, rounded down to the nearest whole share. The shares shall vest in full on July 1, 2026; provided, however, that in the event a director is up for re-election at the Issuer's next annual meeting of stockholders and is not elected to continue serving as a member of the board of directors at such annual meeting of stockholders, the shares shall be deemed fully vested on that annual meeting date.
  • [F3]The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan, adopted February 28, 2025.
  • [F4]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.65 to $15.01 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  • [F5]Each Restricted Stock Unit represents a contingent right to receive one share of Class B Common Stock.
  • [F6]The shares of Class B Common Stock underlying the RSU award granted under the Issuer's 2011 Stock Plan vest in equal monthly installments over 48 months following September 1, 2021, subject to the Reporting Person's continued service through each vesting date.
  • [F7]Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock upon the sale or transfer of such share of Class B Common Stock, subject to certain exceptions, and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation. Each share of Class B Common Stock will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock, and has no expiration date.

Issuer

Freshworks Inc.

CIK 0001544522

Entity typeother
IncorporatedDE

Related Parties

1
  • filerCIK 0001073342

Filing Metadata

Form type
4
Filed
Jul 2, 8:00 PM ET
Accepted
Jul 3, 2:20 PM ET
Size
16.9 KB