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Filing Details

Accession Number:: 0001209191-23-040730
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-07-03 21:38:20
Reporting Period:: 2023-07-01

Accepted Time:: 2023-07-03 21:38:20
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1544522	Freshworks Inc.	FRSH	()	DE

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1073342	Zachary Nelson	C/O Freshworks Inc. 2950 S Delaware Street, Suite 201 San Mateo CA 94403		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2023-07-01	11,724	$0.00	27,954	No	4	A	Direct
Class A Common Stock	Acquisiton	2023-07-03	21,463	$0.00	36,387	No	4	C	Direct
Class A Common Stock	Disposition	2023-07-03	21,463	$17.57	14,924	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	A	Direct
No	4	C	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock	Restricted Stock Units	Disposition	2023-07-01	9,380	$0.00	9,380	$0.00
Class A Common Stock	Class B Common Stock	Acquisiton	2023-07-01	9,380	$0.00	9,380	$0.00
Class A Common Stock	Class B Common Stock	Disposition	2023-07-03	8,433	$0.00	8,433	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
243,750	2031-08-08	No	4	M	Direct
50,177		No	4	M	Direct
41,744		No	4	C	Direct

Footnotes

With respect to 632 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 2023. The number of shares received in lieu of cash was calculated based on the closing price of a share of Class A Common Stock on June 30, 2023.
With respect to 11,092 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 based on the closing price of a share of Class A Common Stock on June 30, 2023. The shares shall vest in full on July 1, 2024; 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.
The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted, December 16, 2022.
The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.27 to $17.66 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.
Each Restricted Stock Unit represents a contingent right to receive one share of Class B Common Stock.
The shares of Class B Common Stock are to be acquired upon the vesting of a Restricted Stock Unit (RSU) award granted to the Reporting Person. The RSU shall vest as follows: 1/48th of the shares subject to the RSU will vest in equal monthly installments over 48 months following September 1, 2021, subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2011 Stock Plan) and the occurrence of either (1) an IPO or (2) a Sale Event (each as defined in the Issuer's 2011 Stock Plan), in each case, within 10 years following the grant date.
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.