Phreesia, Inc. [PHR] Filings

10-Q 1 phr-20240731.htm 10-Q phr-20240731

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q

(Mark One)

☒

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 31, 2024

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-38977


PHREESIA, INC.
(Exact name of registrant as specified in its charter)


Delaware						20-2275479
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

1521 Concord Pike Suite 301 PMB 221 Wilmington, DE1						19803
(Address of principal executive offices)						(Zip Code)

(888) 654-7473

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol

Name of each exchange
on which registered

Common Stock, par value $0.01 per share

PHR

The New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of August 29, 2024, 57,773,275 shares of the registrant’s common stock, par value $0.01 per share, were outstanding.

1 Phreesia, Inc. is a fully remote company and no longer maintains its principal executive office. The address listed here is the mailing address that we maintain. For purposes of compliance with applicable requirements of the Securities Act of 1933, as amended, and Securities Exchange Act of 1934, as amended, stockholder communications required to be sent to our principal executive offices should be directed to the email address set forth in our proxy materials and/or identified on our investor relations website.

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PHREESIA, INC.

FORM 10-Q

For the Quarter Ended July 31, 2024

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PART I — FINANCIAL INFORMATION

Item 1.	Financial Statements:
	Consolidated Balance Sheets as of July 31, 2024 (unaudited) and January 31, 2024	7
	Consolidated Statements of Operations for the Three and Six Months Ended July 31, 2024 and 2023 (unaudited)	8
	Consolidated Statements of Comprehensive Loss for the Three and Six Months Ended July 31, 2024 and 2023 (unaudited)	9
	Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended July 31, 2024 and 2023 (unaudited)	10
	Consolidated Statements of Cash Flows for the Three and Six Months Ended July 31, 2024 and 2023 (unaudited)	12
	Notes to Unaudited Consolidated Financial Statements	14
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	33
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	48
Item 4.	Controls and Procedures	48
PART II — OTHER INFORMATION
Item 1.	Legal Proceedings	49
Item 1A.	Risk Factors	49
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	78
Item 3.	Defaults Upon Senior Securities	78
Item 4.	Mine Safety Disclosures	78
Item 5.	Other Information	78
Item 6.	Exhibits	80
	Signatures	81

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Summary of Material Risks Associated with our Business

Our business is subject to numerous risks and uncertainties that you should be aware of in evaluating our business. These risks and uncertainties include, but are not limited to, the following:

•We have grown rapidly in recent periods. If we fail to manage our growth effectively, our revenue may not increase, and we may be unable to implement our business strategy.

•We operate in a highly competitive industry, and if we are not able to compete effectively, including with the electronic health records ("EHR") and practice management ("PM") systems with which we integrate, our business and results of operations will be harmed.

•Our operating results have in the past and may continue to fluctuate significantly and if we fail to meet the expectations of analysts or investors, our stock price and the value of your investment could decline substantially.

•Privacy concerns, cyber-attacks, security breaches or incidents relating to our SaaS-based solutions could result in economic loss, damage to our reputation, deterring users from using our products, and our exposure to legal penalties and liability.

•We are a fully remote company that does not maintain a physical office presence, which subjects us to unique operational risks.

•Our operations in India subject us to additional risks which could have an adverse effect on our business, operating results, and financial condition.

•We typically incur significant upfront costs in our client relationships, and if we are unable to develop or grow these relationships over time, we are unlikely to recover these costs and our operating results may suffer.

•As a result of our variable sales and implementation cycles, we may be unable to recognize revenue to offset expenditures, which could result in fluctuations in our quarterly results of operations or otherwise harm our future operating results.

•The estimates and assumptions we use to determine the size of our target market may prove to be inaccurate, and even if the markets in which we compete meet our size estimates and forecasted growth, our business may not grow at similar rates, or at all.

•We depend on our senior management team and certain key employees, and the loss of one or more of our executive officers or key employees or an inability to attract and retain highly skilled employees could adversely affect our business.

•We have made, and in the future, may make acquisitions and investments which may be difficult to integrate, divert management resources, result in unanticipated costs or dilute our stockholders.

•We are subject to health care laws and data privacy and security laws and regulations governing our collection, use, disclosure, or storage of personally identifiable information, including protected health information and payment card data, which may impose restrictions on us and our operations, require us to change our business practices and put in place additional compliance mechanisms, and subject us to fines, penalties, lawsuits, adverse publicity, reputational harm, loss of customer trust or government enforcement actions if we are unable to fully comply with such laws.

•We rely on our third-party contractors, vendors and partners, including some outside of the United States, to execute our business strategy. Replacing them could be difficult and disruptive to our business. If we are unsuccessful in forming or maintaining such relationships on terms favorable to us, our business may not succeed.

The summary risk factors described above should be read together with the text of the full risk factors below in the section titled "Risk Factors" and in the other information set forth in this Quarterly Report on Form 10-Q, including our consolidated financial statements and the related notes, as well as in other documents that we file with the U.S. Securities and Exchange Commission (the "SEC"). If any such risks and uncertainties actually occur, our business, prospects, financial condition and results of operations could be materially and adversely affected. The risks summarized above or described in full below are not the only risks that we face. Additional risks and uncertainties not currently known to us, or that we currently deem to be immaterial may also materially adversely affect our business, prospects, financial condition and results of operations.

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SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains express or implied statements that are not historical facts and are considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance and may contain projections of our future results of operations or of our financial information or state other forward-looking information. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words.

Although we believe that the expectations reflected in these forward-looking statements are reasonable, these statements relate to future events or our future operational or financial performance, and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. Forward-looking statements contained in this Quarterly Report on Form 10-Q include, but are not limited to, statements about:

•our future financial performance, including our revenue, cash flows, costs of revenue and operating expenses;

•the rapidly evolving industry and the market for technology-enabled services in healthcare in the United States being relatively immature and unproven;

•our reliance on a limited number of clients for a substantial portion of our revenue;

•our anticipated growth and growth strategies and our ability to effectively manage that growth;

•our ability to achieve and grow profitability;

•the sufficiency of our cash, cash equivalents and investments to meet our liquidity needs;

•our potential competition with our customers or partners;

•our existing clients not renewing their existing contracts with us, renewing at lower fee levels or declining to purchase additional applications from us;

•our failure to adequately maintain our direct sales force, impeding our growth;

•our ability to recover the significant upfront costs in our customer relationships;

•liability arising from our collection, use, disclosure, or storage of sensitive data collected from or about patients;

•our reliance on third-party vendors, manufacturers and partners to execute our business strategy;

•the impact of privacy concerns, security breaches or other incidents on our business operations, financial performance and results of operations;

•the uncertainty and ongoing flux of the regulatory and political framework;

•our ability to determine the size of our target market;

•the impact of market volatility, including the recent high inflationary and high interest rate environment, bank failures and measures taken in response thereto, economic slowdowns and recessions, and other global financial, economic and political events on our business and our ability to attract, retain and cross-sell to healthcare services clients;

•our ability to obtain, maintain and enforce intellectual property for our technology and products;

•our inability to implement our solutions for clients resulting in loss of clients and reputation;

•our dependency on our key personnel, and our ability to attract, hire, integrate, and retain key personnel, including as a result of being a fully remote company;

•the possibility that we may become subject to future litigation;

•our future indebtedness and contractual obligations;

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•our expectations regarding trends in our key metrics and revenue from subscription fees from our healthcare services clients, payment processing fees and fees charged to our life sciences and payer clients for delivering direct communications to help activate, engage and educate patients about topics critical to their health;

•the intended benefits of our acquisitions, including that of Comsort, Inc., d/b/a MediFind ("MediFind") on June 30, 2023, Access eForms, LLC ("Access") on August 11, 2023 and ConnectOnCall.com, LLC (“ConnectOnCall”) on October 3, 2023;

•our expectations regarding operations in India; and

•other risks and uncertainties, including those listed under the section titled "Risk Factors."

We caution you that the foregoing list may not contain all of the forward-looking statements made in this Quarterly Report on Form 10-Q. You should not rely upon forward-looking statements as predictions of future events. We have based our forward-looking statements primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors, including, without limitation, those described in the section titled “Risk Factors” in this Quarterly Report on Form 10-Q.

Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Quarterly Report on Form 10-Q. We cannot assure you that the results, events and circumstances reflected in these forward-looking statements will be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements.

The forward-looking statements contained in this Quarterly Report on Form 10-Q speak only as of the date on which the statements are made. We undertake no obligation to update, and expressly disclaim the obligation to update, any forward-looking statements made in this Quarterly Report on Form 10-Q to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q or to reflect new information or the occurrence of unanticipated events, except as required by law. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements.

WHERE YOU CAN FIND MORE INFORMATION

Investors and others should note that we announce material financial information to our investors using our investor relations website, press releases, SEC filings and public conference calls and webcasts. We also use the following social media and web channels as a means of disclosing information about the company, our products and services, our planned financial and other announcements, attendance at upcoming investor and industry conferences, and other matters and for complying with our disclosure obligations under Regulation FD:

PHREESIA X Account (https://x.com/phreesia)

PHREESIA Facebook Page (https://www.facebook.com/phreesia/)

PHREESIA LinkedIn Page (https://www.linkedin.com/company/phreesia)

PHREESIA Instagram Account (https://www.instagram.com/phreesia.co)

PHREESIA News Page (https://www.phreesia.com/news/)

PHREESIA Life Sciences X Account (https://x.com/phreesialifesci)

PHREESIA Life Sciences Facebook Page (https://www.facebook.com/phreesialifesciences/)

PHREESIA Life Sciences LinkedIn Page (https://www.linkedin.com/company/phreesia-life-sciences/)

PHREESIA Life Sciences Page (https://lifesciences.phreesia.com)

INSIGNIA Health website (https://www.insigniahealth.com/)

MEDIFIND website (https://www.medifind.com/)

The information we post through these channels may be deemed material. Accordingly, investors should monitor these accounts and our News page, in addition to following our press releases, SEC filings and public conference calls and webcasts. This list may be updated from time to time. The information we post through these channels is not a part of this Quarterly Report on Form 10-Q. These channels may be updated from time to time on Phreesia’s investor relations website.

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PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Phreesia, Inc.

Consolidated Balance Sheets

(in thousands, except share and per share data)


	July 31, 2024		January 31, 2024
	(Unaudited)
Assets
Current:
Cash and cash equivalents	$	81,798	$	87,520
Settlement assets	25,320		28,072
Accounts receivable, net of allowance for doubtful accounts of $1,365 and $1,392 as of July 31, 2024 and January 31, 2024, respectively	61,274		64,863
Deferred contract acquisition costs	841		768
Prepaid expenses and other current assets	11,695		14,461
Total current assets	180,928		195,684
Property and equipment, net of accumulated depreciation and amortization of $84,295 and $76,859 as of July 31, 2024 and January 31, 2024, respectively	20,955		16,902
Capitalized internal-use software, net of accumulated amortization of $50,559 and $45,769 as of July 31, 2024 and January 31, 2024, respectively	49,767		46,139
Operating lease right-of-use assets	1,863		266
Deferred contract acquisition costs	742		986
Intangible assets, net of accumulated amortization of $6,666 and $4,925 as of July 31, 2024 and January 31, 2024, respectively	29,884		31,625
Goodwill	75,845		75,845
Other assets	2,251		2,879
Total Assets	$	362,235	$	370,326
Liabilities and Stockholders’ Equity
Current:
Settlement obligations	$	25,320	$	28,072
Current portion of finance lease liabilities and other debt	7,161		6,056
Current portion of operating lease liabilities	989		393
Accounts payable	6,976		8,480
Accrued expenses	32,668		37,130
Deferred revenue	21,370		24,113
Other current liabilities	7,515		5,875
Total current liabilities	101,999		110,119
Long-term finance lease liabilities and other debt	7,297		5,400
Operating lease liabilities, non-current	1,075		134
Long-term deferred revenue	63		97
Long-term deferred tax liabilities	390		270
Other long-term liabilities	76		2,857
Total Liabilities	110,900		118,877
Commitments and contingencies (Note 11)
Stockholders’ Equity:
Preferred stock, undesignated, $0.01 par value—20,000,000 shares authorized as of both July 31, 2024 and January 31, 2024; no shares issued or outstanding as of both July 31, 2024 and January 31, 2024	—		—
Common stock, $0.01 par value - 500,000,000 shares authorized as of both July 31, 2024 and January 31, 2024; 59,057,170 and 57,709,762 shares issued as of July 31, 2024 and January 31, 2024, respectively	591		577
Additional paid-in capital	1,076,969		1,039,361
Accumulated deficit	(780,703)		(742,969)
Accumulated other comprehensive loss	(2)		—
Treasury stock, at cost, 1,355,169 shares as of both July 31, 2024 and January 31, 2024	(45,520)		(45,520)
Total Stockholders’ Equity	251,335		251,449
Total Liabilities and Stockholders’ Equity	$	362,235	$	370,326

See notes to unaudited consolidated financial statements

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Phreesia, Inc.

Unaudited Consolidated Statements of Operations

(in thousands, except share and per share data)


	Three months ended July 31,				Six months ended July 31,
	2024		2023		2024		2023
Revenue:
Subscription and related services	$	48,612	$	39,301	$	95,354	$	77,188
Payment processing fees	25,300		23,631		52,360		47,884
Network solutions	28,203		22,898		55,618		44,603
Total revenues	102,115		85,830		203,332		169,675
Expenses:
Cost of revenue (excluding depreciation and amortization)	16,143		14,449		31,866		29,356
Payment processing expense	16,668		15,852		34,965		31,942
Sales and marketing	30,184		37,244		62,195		74,657
Research and development	29,542		27,471		58,423		53,940
General and administrative	19,497		20,988		38,549		40,865
Depreciation	3,921		4,244		7,445		8,748
Amortization	3,382		2,537		6,531		5,023
Total expenses	119,337		122,785		239,974		244,531
Operating loss	(17,222)		(36,955)		(36,642)		(74,856)
Other (expense) income, net	(86)		50		(117)		8
Interest income, net	46		786		285		1,504
Total other (expense) income, net	(40)		836		168		1,512
Loss before provision for income taxes	(17,262)		(36,119)		(36,474)		(73,344)
Provision for income taxes	(750)		(648)		(1,260)		(954)
Net loss	$	(18,012)	$	(36,767)	$	(37,734)	$	(74,298)
Net loss per share attributable to common stockholders, basic and diluted	$	(0.31)	$	(0.68)	$	(0.66)	$	(1.39)
Weighted-average common shares outstanding, basic and diluted	57,502,959		53,794,060		57,089,232		53,574,584

See notes to unaudited consolidated financial statements

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Phreesia, Inc.

Unaudited Consolidated Statements of Comprehensive Loss

(in thousands)


	Three months ended July 31,				Six months ended July 31,
	2024		2023		2024		2023
Net loss	$	(18,012)	$	(36,767)	$	(37,734)	$	(74,298)
Other comprehensive loss, net of tax:
Change in foreign currency translation adjustments, net of tax	(3)		—		(2)		—
Other comprehensive loss, net of tax	(3)		—		(2)		—
Comprehensive loss	$	(18,015)	$	(36,767)	$	(37,736)	$	(74,298)

See notes to unaudited consolidated financial statements

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Phreesia, Inc.

Unaudited Consolidated Statements of Stockholders’ Equity

(in thousands, except share data)


	Common Stock
	Shares	Amount		APIC		Accumulated Deficit		Accumulated other comprehensive loss		Treasury stock		Total
Balance, February 1, 2023	54,187,172	$	542	$	926,957	$	(606,084)	$	—	$	(33,596)	$	287,819
Net loss	—	—		—		(37,531)		—		—		(37,531)
Stock-based compensation	—	—		14,950		—		—		—		14,950
Exercise of stock options and vesting of restricted stock units	404,012	4		151		—		—		—		155
Issuance of stock for share-settled bonus awards	175,688	2		5,295		—		—		—		5,297
Treasury stock from vesting of restricted stock units - satisfaction of tax withholdings	—	—		—		—		—		(7,079)		(7,079)
Balance, April 30, 2023	54,766,872	$	548	$	947,353	$	(643,615)	$	—	$	(40,675)	$	263,611
Net loss	—	—		—		(36,767)		—		—		(36,767)
Stock-based compensation	—	—		16,747		—		—		—		16,747
Exercise of stock options and vesting of restricted stock units	374,128	3		423		—		—		—		426
Issuance of stock for share-settled bonus awards	2,886	—		86		—		—		—		86
Issuance of common stock for employee stock purchase plan	70,123	$	1	$	1,837	$	—	$	—	$	—	$	1,838
Issuance of common stock as consideration in business combinations	150,786	$	2	$	4,674	$	—	$	—	$	—	$	4,676
Treasury stock from vesting of restricted stock units - satisfaction of tax withholdings	—	$	—	$	—	$	—	$	—	$	(3,597)	$	(3,597)
Balance, July 31, 2023	55,364,795	$	554	$	971,120	$	(680,382)	$	—	$	(44,272)	$	247,020

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	Common Stock
	Shares	Amount		APIC		Accumulated Deficit		Accumulated other comprehensive loss		Treasury stock		Total
Balance, February 1, 2024	57,709,762	$	577	$	1,039,361	$	(742,969)	$	—	$	(45,520)	$	251,449
Net loss	—	—		—		(19,722)		—		—		(19,722)
Other comprehensive income	—	—		—		—		1		—		1
Stock-based compensation	—	—		14,491		—		—		—		14,491
Exercise of stock options and vesting of restricted stock units	718,340	7		339		—		—		—		346
Issuance of stock for share-settled bonus awards	283,354	3		6,174		—		—		—		6,177
Balance, April 30, 2024	58,711,456	$	587	$	1,060,365	$	(762,691)	$	1	$	(45,520)	$	252,742
Net loss	—	—		—		(18,012)		—		—		(18,012)
Other comprehensive loss	—	—		—		—		(3)		—		(3)
Stock-based compensation	—	—		14,739		—		—		—		14,739
Exercise of stock options and vesting of restricted stock units	254,569	3		217		—		—		—		220
Issuance of stock for share-settled bonus awards	1,925	—		41		—		—		—		41
Issuance of stock for employee stock purchase plan	89,220	1		1,607		—		—		—		1,608
Balance, July 31, 2024	59,057,170	$	591	$	1,076,969	$	(780,703)	$	(2)	$	(45,520)	$	251,335

See notes to unaudited consolidated financial statements

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Phreesia, Inc.

Unaudited Consolidated Statements of Cash Flows

(in thousands)


	Three months ended July 31,				Six months ended July 31,
	2024		2023		2024		2023
Operating activities:
Net loss	$	(18,012)	$	(36,767)	$	(37,734)	$	(74,298)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	7,303		6,781		13,976		13,771
Stock-based compensation expense	16,448		18,648		33,288		35,786
Amortization of deferred financing costs and debt discount	51		84		112		169
Cost of Phreesia hardware purchased by customers	334		234		677		650
Deferred contract acquisition costs amortization	192		280		384		620
Non-cash operating lease expense	188		109		361		342
Deferred taxes	56		(75)		119		142
Changes in operating assets and liabilities:
Accounts receivable	4,976		(832)		3,583		(2,370)
Prepaid expenses and other assets	2,867		(383)		3,281		769
Deferred contract acquisition costs	(213)		—		(213)		—
Accounts payable	1,186		568		(1,750)		(2,415)
Accrued expenses and other liabilities	(1,392)		4,239		(2,547)		6,061
Lease liabilities	(201)		(405)		(420)		(652)
Deferred revenue	(2,722)		(1,812)		(2,777)		(1,565)
Net cash provided by (used in) operating activities	11,061		(9,331)		10,340		(22,990)
Investing activities:
Acquisitions, net of cash acquired	—		(3,873)		—		(3,873)
Capitalized internal-use software	(2,976)		(5,088)		(7,546)		(9,820)
Purchases of property and equipment	(4,427)		(755)		(5,303)		(2,102)
Net cash used in investing activities	(7,403)		(9,716)		(12,849)		(15,795)
Financing activities:
Proceeds from issuance of common stock upon exercise of stock options	219		426		566		675
Treasury stock to satisfy tax withholdings on stock compensation awards	—		(3,775)		—		(10,725)
Proceeds from employee stock purchase plan	690		896		1,603		1,863
Finance lease payments	(1,995)		(1,983)		(3,275)		(3,427)
Constructive financing	—		1,688		—		1,688
Principal payments on financing agreements	(295)		(45)		(584)		(45)
Debt issuance costs and loan facility fee payments	—		(250)		(152)		(250)
Financing payments of acquisition-related liabilities	—		—		(1,364)		—
Net cash used in financing activities	(1,381)		(3,043)		(3,206)		(10,221)
Effect of exchange rate changes on cash and cash equivalents	(6)		—		(7)		—
Net increase (decrease) in cash and cash equivalents	2,271		(22,090)		(5,722)		(49,006)
Cash and cash equivalents – beginning of period	79,527		149,767		87,520		176,683
Cash and cash equivalents – end of period	$	81,798	$	127,677	$	81,798	$	127,677

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Supplemental information of non-cash investing and financing information:
Right of use assets acquired in exchange for operating lease liabilities	$	1,194	$	—	$	1,958	$	—
Property and equipment acquisitions through finance leases	$	333	$	—	$	6,862	$	7,067
Purchase of property and equipment and capitalized software included in current liabilities	$	1,517	$	1,509	$	1,517	$	1,509
Capitalized stock-based compensation	$	315	$	377	$	663	$	714
Issuance of stock to settle liabilities for stock-based compensation	$	1,649	$	1,924	$	7,826	$	7,221
Issuance of stock as consideration in business combinations	$	—	$	4,676	$	—	$	4,676
Issuance of liabilities as consideration in business combinations	$	—	$	91	$	—	$	91
Capitalized software acquired through vendor financing	$	—	$	2,047	$	—	$	2,047
Cash paid for:
Interest	$	381	$	296	$	864	$	354
Income taxes	$	417	$	13	$	2,010	$	53

See notes to unaudited consolidated financial statements

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Phreesia, Inc.

Notes to Unaudited Consolidated Financial Statements

(in thousands, except share and per share data)

1. Background and liquidity

(a) Background

Phreesia, Inc. (the "Company") is a leading provider of comprehensive software solutions that improve the operational and financial performance of healthcare organizations and improve health outcomes by helping patients take a more active role in their care. The Company’s solutions include SaaS-based integrated tools that manage patient access, registration and payments. Additionally, the Company has tools to communicate with patients about their health and have demonstrated increased rates of preventive care and vaccinations. Additionally, Phreesia's solutions include clinical assessments to screen patients for a variety of physical, behavioral and mental health conditions, helping providers to better understand their patients and connect them to needed services, resulting in improved health outcomes. The Company also provides life sciences companies, health plans and other payer organizations (payers), patient advocacy, public interest and other not-for-profit organizations with a channel for direct communication with patients. Phreesia’s solutions also include additional products and services such as the MediFind provider directory, which helps patients find care based on providers’ specific clinical expertise. Phreesia offers its healthcare services clients the ability to lease tablets ("PhreesiaPads") and on-site kiosks ("Arrivals Kiosks") along with their monthly subscription. The Company was formed in May 2005.

(b) Liquidity

Since the Company commenced operations, it has not generated sufficient revenue to meet its operating expenses and has continued to incur significant net losses. To date, the Company has primarily relied upon the proceeds from issuances of common stock, debt and preferred stock to fund its operations as well as sales of Company products and services in the normal course of business. Management believes that net losses and negative cash flows will continue for at least the next year.

Management believes that the Company’s cash and cash equivalents at July 31, 2024, along with cash generated in the normal course of business and available borrowing capacity under its revolving credit facility with Capital One (the “Capital One Credit Facility”), are sufficient to fund its operations for at least the next 12 months.

The Company may seek to obtain additional financing, if needed, to successfully implement its long-term strategy.

2. Basis of presentation

(a) Consolidated financial statements

The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and regulations of the Securities and Exchange Commission ("SEC") regarding quarterly financial reporting and include the accounts of Phreesia, Inc., its branch operation in Canada and its consolidated subsidiaries (or collectively, the "Company").

(b) Fiscal year

The Company’s fiscal year ends on January 31. References to fiscal 2025 and 2024 refer to the fiscal years ending on January 31, 2025 and January 31, 2024, respectively.

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with GAAP and applicable rules and regulations of the SEC regarding interim financial reporting. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, which include normal recurring adjustments, necessary for the fair statement of the Company’s interim financial position as of July 31, 2024 and the results of its operations, changes in its stockholders' equity and its cash flows for the periods ended July 31, 2024 and 2023. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The results for the interim periods are not necessarily indicative of results to be expected for the full year, any other interim periods, or any future year or period. The Company’s management believes that the disclosures herein are adequate to make the information presented not misleading when read in conjunction with the audited financial statements and accompanying notes for the fiscal year ended January 31, 2024.

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3. Summary of significant accounting policies

The Company’s significant accounting policies are disclosed in the audited financial statements for the fiscal year ended January 31, 2024. Since the date of those audited financial statements, there have been no material changes to the Company’s significant accounting policies, including the status of recent accounting pronouncements, other than those detailed below.

(a) Use of estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on historical experience, known trends and events and various other market-specific factors that management believes to be reasonable under the circumstances, the results of which form the basis for making judgments. Although management believes its estimates and assumptions are reasonable under the circumstances at the time they are made, they are based upon information available at the time they are made. Management evaluates the estimates and assumptions on an ongoing basis and, if necessary, makes adjustments. Actual results could differ from those estimates made under different assumptions or circumstances. The most significant assumptions and estimates relate to the allowance for doubtful accounts, capitalized internal-use software, the determination of the useful lives of property and equipment, the fair value of securities underlying stock-based compensation, the fair value of identifiable assets and liabilities and contingent consideration in business acquisitions, and the realization of deferred tax assets.

(b) Concentrations of credit risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, accounts receivable and settlement assets. The Company’s cash and cash equivalents are held by established financial institutions. The Company does not require collateral from its customers and generally requires payment within 30 to 60 days of billing. Settlement assets are amounts due from well-established payment processing companies and normally take one or two business days to settle which mitigates the associated risk of concentration. The Company utilizes one third-party payment processor.

The Company’s customers are primarily physician’s offices and other healthcare services organizations located in the United States as well as pharmaceutical companies. The Company did not have any individual customers that represented more than 10% of total revenues for the three months ended July 31, 2024 and 2023. As of both July 31, 2024 and January 31, 2024, the Company had receivables from at least one entity that accounted for at least 10% of total accounts receivable.

The Company is subject to a variety of risk factors, including the economy, data privacy and security laws and government regulations. Additionally, the Company is subject to other risks associated with the markets in which it operates including reliance on third-party vendors, partners, and service providers. The Company supplements its workforce with contractors and consultants, including a substantial number of contractors and consultants in international locations. Certain of the Company's service providers, including certain third-party software developers, are located in international locations subject to warfare and/or political and economic instability, such as Ukraine and India. As with any business, operation of the Company involves risk, including the risk of service interruption impacting the operations of the Company's business and the Company's customer’s facilities below expected levels of operation, shut downs due to the breakdown or failure of information technology and communications systems, changes in laws or regulations, political and economic instability, or catastrophic events such as fires, earthquakes, floods, explosions, global health concerns such as pandemics or other similar occurrences affecting the delivery of our productions and services. The occurrence of any of these events could significantly reduce or eliminate revenues generated, or significantly increase the expenses of the Company's operations, adversely impacting the Company’s operating results and the Company's ability to meet the Company's obligations and commitments.

(d) Foreign currency

The functional currency of the Company’s subsidiaries and branch in the U.S. and Canada is the US Dollar. The functional currency of the Company’s subsidiary in India is the Indian Rupee. For subsidiaries with functional currencies other than the US Dollar, the Company translates the functional currency financial statements into US Dollars using the exchange rates at the balance sheet date for assets and liabilities, the period average exchange rates for revenues and expenses, and the historical exchange rates for equity transactions. The effects of foreign

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currency translation adjustments are recorded as accumulated other comprehensive loss within stockholders’ equity in the Company’s consolidated balance sheets. Foreign currency transaction gains and losses to re-measure monetary assets and liabilities into each entity’s functional currency are included in Other (expense) income, net.

(e) New accounting pronouncements

Impact of recently adopted accounting pronouncements

During the three and six months ended July 31, 2024, the Company did not adopt any accounting pronouncements that materially impacted the Company's financial statements.

Recent accounting pronouncements not yet adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-07, Segment Reporting. The new standard requires enhanced disclosures about significant segment expenses and other segment items and requires companies to disclose all annual disclosures about segments in interim periods. The new standard also permits companies to disclose more than one measure of segment profit or loss, requires disclosure of the title and position of the Chief Operating Decision Maker, and requires companies with a single reportable segment to provide all disclosures required by Topic 280 – Segment Reporting. The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. Companies are required to apply ASU 2023-07 retrospectively to all periods presented. The Company is currently evaluating the impact that ASU 2023-07 will have on its financial statements and related disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The provisions of ASU 2023-09 are effective for annual periods beginning after December 15, 2024; early adoption is permitted for annual statements. The Company is currently evaluating the impact that ASU 2023-09 will have on its financial statements and related disclosures.

There are no other recently issued accounting pronouncements the Company has not yet adopted that will materially impact the Company's consolidated financial statements.

4. Composition of certain financial statement captions

(a) Accrued expenses

Accrued expenses as of July 31, 2024 and January 31, 2024 are as follows:


	July 31, 2024		January 31, 2024
Payroll-related expenses and taxes	$	11,664	$	8,981
Stock-based compensation liability	4,393		5,890
Payment processing fees liability	5,517		6,008
Acquisition-related liabilities	997		1,888
Income and other tax liabilities	2,005		3,042
Information technology	4,971		5,927
Other	3,121		5,394
Total	$	32,668	$	37,130

(b) Other current liabilities and other long-term liabilities

Other current liabilities as of July 31, 2024 and January 31, 2024 were $7,515 and $5,875, respectively. Other long-term liabilities as of July 31, 2024 and January 31, 2024 were $76 and $2,857, respectively.

Other current liabilities and other long-term liabilities primarily represent deferred consideration liabilities payable to the former equity holders of ConnectOnCall.com, LLC (“ConnectOnCall”) which the Company acquired during the year ended January 31, 2024. Deferred consideration liabilities are payable through June 30, 2025. Accordingly, as of July 31, 2024, all deferred consideration liabilities are classified as other current liabilities.

Property and equipment as of July 31, 2024 and January 31, 2024 are as follows:

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	Useful Life
	(years)	July 31, 2024		January 31, 2024
PhreesiaPads and Arrivals Kiosks	3	$	20,858	$	18,610
Computer equipment	3	70,250		62,888
Computer software	3 to 5	13,567		11,687
Hardware development	3	575		576
Total property and equipment		$	105,250	$	93,761
Less: accumulated depreciation		(84,295)		(76,859)
Property and equipment — net		$	20,955	$	16,902

Depreciation expense related to property and equipment amounted to $3,921 and $4,244 for the three months ended July 31, 2024 and 2023, respectively. Depreciation expense related to property and equipment amounted to $7,445 and $8,748 for the six months ended July 31, 2024 and 2023, respectively.

Property and equipment - net and related depreciation expense includes assets acquired under finance leases. Assets acquired under finance leases included in computer equipment were $42,112 and $35,250 as of July 31, 2024 and January 31, 2024, respectively. Accumulated amortization of assets under finance leases was $30,777 and $27,399 as of July 31, 2024 and January 31, 2024, respectively. See Note 10 - Leases for additional information regarding finance leases.

(d) Capitalized internal use software

For the three months ended July 31, 2024 and 2023, the Company capitalized $4,030 and $5,225, respectively, of costs related to the Company’s solutions. For the six months ended July 31, 2024 and 2023, the Company capitalized $8,418 and $10,371, respectively, of costs related to the Company’s solutions.

During the three months ended July 31, 2024 and 2023, amortization expense related to capitalized internal-use software was $2,511 and $2,173, respectively. During the six months ended July 31, 2024 and 2023, amortization expense related to capitalized internal-use software was $4,790 and $4,316, respectively.

(e) Intangible assets and goodwill

The following presents the details of intangible assets as of July 31, 2024 and January 31, 2024:


	Useful Life
	(years)	July 31, 2024		January 31, 2024
Acquired technology	5 to 7	$	9,310	$	9,310
Customer relationship	7 to 15	17,940		17,940
License	15	6,200		6,200
Trademarks	15	3,100		3,100
Total intangible assets, gross carrying value		$	36,550	$	36,550
Less: accumulated amortization		(6,666)		(4,925)
Net carrying value		$	29,884	$	31,625

The weighted average remaining useful life for acquired technology in years was 5.5 and 6.0 as of July 31, 2024 and January 31, 2024, respectively. The remaining useful life for customer relationships in years was 12.0 and 12.4 as of July 31, 2024 and January 31, 2024, respectively. The remaining useful life for the license to the Patient Activation Measure ("PAM"®) in years was 12.4 and 12.8 as of July 31, 2024 and January 31, 2024, respectively. The remaining useful life for the trademarks in years was 14.0 and 14.5 as of July 31, 2024 and January 31, 2024, respectively.

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Amortization expense associated with intangible assets for the three months ended July 31, 2024 and 2023, was $871 and $364, respectively. Amortization expense associated with intangible assets for the six months ended July 31, 2024 and 2023, was $1,741 and $707, respectively.

The estimated amortization expense for intangible assets for the next five years and thereafter is as follows as of July 31, 2024:


	July 31, 2024
2025 (Remaining six months)	$	1,742
Fiscal Years Ending January 31,
2026	3,450
2027	3,157
2028	3,157
2029 - thereafter	18,378
Total	$	29,884

There were no changes to the Company's goodwill balance during the six months ended July 31, 2024. The Company did not record any impairments of goodwill during the three and six months ended July 31, 2024 or 2023.

(f) Accounts receivable

Accounts receivable as of July 31, 2024 and January 31, 2024 are as follows:


	July 31, 2024		January 31, 2024
Billed	$	54,303	$	62,880
Unbilled	8,336		3,375
Total accounts receivable, gross	$	62,639	$	66,255
Less: accounts receivable allowances	(1,365)		(1,392)
Total accounts receivable	$	61,274	$	64,863

Activity in the Company's allowance for doubtful accounts was as follows for the six months ended July 31, 2024:


	July 31, 2024
Balance, January 31, 2024	$	1,392
Bad debt expense	120
Write-offs and adjustments	(147)
Balance, July 31, 2024	$	1,365

The Company’s allowance for doubtful accounts represents the current estimate of expected future losses based on prior bad debt experience as well as considerations for specific customers as applicable. The Company's accounts receivable are considered past due when they are outstanding past the due date listed on the invoice to the customer. The Company writes off accounts receivable and removes the associated allowance for doubtful accounts when the Company deems the receivables to be uncollectible.

(g) Prepaid and other current assets

Prepaid and other current assets as of July 31, 2024 and January 31, 2024 are as follows:


	July 31, 2024		January 31, 2024
Prepaid software and business systems	$	5,304	$	4,922
Prepaid data center expenses	3,400		3,872
Prepaid insurance	266		1,257
Other prepaid expenses and other current assets	2,725		4,410
Total prepaid and other current assets	$	11,695	$	14,461

(h) Cloud computing implementation costs

The Company enters into cloud computing service contracts to support its sales and marketing, product development and administrative activities. The Company capitalizes certain implementation costs for cloud

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computing arrangements that meet the definition of a service contract. The Company includes these capitalized implementation costs within prepaid expenses and other current assets and within other assets on its consolidated balance sheets. Once placed in service, the Company amortizes these costs over the remaining subscription term to the same caption in the consolidated statements of operations as the related cloud subscription. Capitalized implementation costs for cloud computing arrangements accounted for as service contracts were $1,532 as of July 31, 2024 and January 31, 2024, respectively. Accumulated amortization of capitalized implementation costs for these arrangements were $1,225 and $1,021 as of July 31, 2024 and January 31, 2024, respectively.

5. Revenue and contract costs

The Company generates revenue primarily from providing integrated SaaS-based software and payment solutions for the healthcare industry. The Company derives revenue from subscription fees and related services generated from the Company’s healthcare services clients for access to the Company’s solutions, payment processing fees based on patient payment volume, and fees from life sciences and payer clients for delivering qualified direct communications to patients who voluntarily opt in to receive this type of engagement using the Company’s solutions.

The amount of subscription and related services revenue recorded pursuant to ASC 842 for the leasing of the Company’s PhreesiaPads and Arrivals Kiosks was $2,324 and $2,603 for the three months ended July 31, 2024 and 2023, respectively. The amount of subscription and related services revenue recorded pursuant to ASC 842 for the leasing of the Company’s PhreesiaPads and Arrivals Kiosks was $4,712 and $5,265 for the six months ended July 31, 2024 and 2023, respectively.

Contract balances

The following table represents a roll-forward of contract assets:


Balance, January 31, 2024	$	3,375
Amount transferred to receivables from beginning balance of contract assets	(3,375)
Contract asset additions, net of reclassification to receivables	8,336
Balance, July 31, 2024	$	8,336

The following table represents a roll-forward of deferred revenue:


Balance, January 31, 2024	$	24,210
Revenue recognized that was included in deferred revenue at the beginning of the period	(20,101)
Other current period activity in deferred revenue	17,324
Balance, July 31, 2024	$	21,433

Cost to obtain a contract

The Company capitalizes certain incremental costs to obtain customer contracts and amortizes these costs over a period of benefit that the Company has estimated to be three to five years. The Company determined the period of benefit by taking into consideration its customer contracts, its technology and other factors. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations and totaled $192 and $280 for the three months ended July 31, 2024 and 2023, respectively. Amortization expense is included in sales and marketing expenses in the accompanying consolidated statements of operations and totaled $384 and $620 for the six months ended July 31, 2024 and 2023, respectively. The Company periodically reviews these deferred contract acquisition costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit. There were no impairment losses recorded during the periods presented.

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The following table represents a roll forward of deferred contract acquisition costs:


Balance, January 31, 2024	$	1,754
Additions to deferred contract acquisition costs	213
Amortization of deferred contract acquisition costs	(384)
Balance, July 31, 2024	$	1,583

Deferred contract acquisition costs, current (to be amortized in next 12 months)	$	841
Deferred contract acquisition costs, non-current	742
Total deferred contract acquisition costs	$	1,583

6. Finance leases and other debt

As of July 31, 2024 and January 31, 2024, the Company had the following outstanding finance lease liabilities and other debt:


	July 31, 2024		January 31, 2024
Finance leases	$	11,858	$	8,309
Financing arrangements	2,539		3,124
Accrued interest and payments	61		23
Total finance lease liabilities and other debt	$	14,458	$	11,456
Less: current portion of finance lease liabilities and other debt	(7,161)		(6,056)
Long-term finance lease liabilities and other debt	$	7,297	$	5,400

(a) Finance leases

See Note 10 - Leases for more information regarding finance leases.

(b) Financing agreements

On June 8, 2023, the Company entered into a software licensing financing agreement (the "financing agreement") in order to finance its software and service licenses. As of July 31, 2024, there was $2,539 in outstanding principal and interest due under the financing agreement. The financing agreement requires the Company to pay $123 per month for 36 months beginning August 2023. The effective interest rate on the financing agreement is 10.5% per annum.

On February 28, 2019 (the "Effective Date"), the Company entered into the Amended and Restated Loan and Security Agreement (the "First SVB Facility") that provided for a $20,000 term loan.

On May 5, 2020 (the "Second SVB Effective Date"), the Company entered into the Second SVB Facility to modify the First SVB Facility. The Second SVB Facility provided for a revolving credit facility with an initial borrowing capacity of $50,000.

On March 28, 2022 (the "Third SVB Effective Date"), the Company entered into a First Loan Modification Agreement to the Second SVB Facility (as amended, the "Third SVB Facility") to increase the borrowing capacity from $50,000 to $100,000 and to reduce the interest rate on the facility. Borrowings under the Third SVB Facility were payable on May 5, 2025. Borrowings under the Third SVB Facility bore interest, which was payable monthly, at a floating rate equal to the greater of 3.25% or the Wall Street Journal Prime Rate minus 0.5%. In addition to principal and interest due under the revolving credit facility, the Company was required to pay an annual commitment fee of approximately $250 per year and a quarterly fee of 0.15% per annum of the average unused revolving line under the facility.

On December 4, 2023, the Company terminated the Third SVB Facility.

(d) Capital One Credit Agreement

On December 4, 2023, the Company entered into a Credit Agreement (the "Credit Agreement") for a new 5-year $50,000 senior secured asset-based revolving credit facility ("Capital One Credit Facility") maturing in December 2028, which includes a swingline sub-limit of at least $5,000 and a letter of credit sub-limit of at least $5,000. The Capital One Credit Facility was entered into with Capital One, N.A., acting as administrative agent and replaced our previous senior secured revolving credit facility with SVB. The Capital One Credit Facility gives the Company

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additional financial flexibility, through the facility’s five year term. The facility is available to the Company for working capital and general corporate purposes. The Capital One Credit Facility bears interest at a rate per annum based on the Secured Overnight Financing Rate (“SOFR”) or a Base Rate as specified in the Credit Agreement. As of July 31, 2024, the interest rate on the Capital One Credit Facility was 8.4%. In addition to principal and interest due under the Capital One Credit Facility, the Company is required to pay an annual fee equal to 0.25% of the unused balance of the facility. Additionally, the Company incurred creditor and third party fees of $778 upon entering into the Capital One Credit Facility. The Company recorded the fees to deferred financing costs, included within other assets on its consolidated balance sheets, and will amortize the costs over the term of the Capital One Credit Facility.

The obligations under the Capital One Credit Facility are secured by a first priority security interest in substantially all of the tangible and intangible assets at certain of the Company's U.S. subsidiaries, and by pledges of the equity of certain of the Company's U.S. subsidiaries, in each case subject to customary exclusions.

The Capital One Credit Facility includes financial covenants including, but not limited to requiring the Company to maintain minimum Consolidated EBITDA, minimum Liquidity, a minimum Consolidated Fixed Charge Coverage Ratio a restriction on the amount of dividends and limiting the amount of cash and cash equivalents the Company holds outside Capital One, each as defined in the Credit Agreement. The Company was in compliance with all covenants related to the Credit Agreement as of July 31, 2024.

Maturities of finance leases and other debt, in each of the next five years and thereafter are as follows:


	Total		Finance Leases		Other Debt
2025 (Remaining six months)	$	4,006	$	3,455	$	551
Fiscal year ending January 31:
2026	6,456		5,126		1,330
2027	3,580		2,861		719
2028	416		416		—
2029	—		—		—
Total maturities of finance leases and other debt	$	14,458	$	11,858	$	2,600

The following table presents the components of interest income, net:


	Three months ended July 31,				Six months ended July 31,
	2024		2023		2024		2023
Interest expense (1)	$	(608)	$	(420)	$	(1,161)	$	(713)
Interest income	654		1,206		1,446		2,217
Interest income, net	$	46	$	786	$	285	$	1,504
(1) Includes amortization of deferred financing costs and original issue discount.

7. Stockholders' Equity

(a) Common stock

The Company closed an IPO on July 22, 2019 and filed an Amended and Restated Certificate of Incorporation authorizing the issuance of up to 500,000,000 shares of common stock, par value $0.01 per share.

In connection with the acquisition of Comsort, Inc. d/b/a MediFind ("MediFind") on June 30, 2023, the Company issued 150,786 shares of common stock, par value $0.01 per share, to the former owners of MediFind as partial consideration to acquire MediFind. On July 3, 2023, the Company filed a prospectus supplement to register the shares with the SEC.

In connection with the acquisition of Access eForms, LLC ("Access") on August 11, 2023, the Company issued 1,096,436 shares of common stock, par value $0.01 per share, to the former members of Access as partial consideration to acquire Access. On August 14, 2023, the Company filed a prospectus supplement to register the shares with the SEC.

(b) Treasury stock

The Company's equity-based compensation plan allows for the grant of non-vested stock options, restricted stock units ("RSUs") and total shareholder return ("TSR") performance-based stock units ("PSUs") to its employees

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pursuant to the terms of its stock option and incentive plans (See Note 8). Until September 2023, under the provision of the plans, for RSU and PSU awards, unless otherwise elected, employee participants fulfilled their related income tax withholding obligation by having shares withheld at the time of vesting. The shares withheld were then transferred to the Company's treasury stock at cost.

Beginning in September 2023, employee participants fulfilled their related tax withholding obligation by selling vested shares at the time of vesting in non-discretionary transactions pursuant to the Company’s mandatory sell-to-cover policy (sell-to-cover). The proceeds from the employee participants’ sales of vested shares is remitted to the Company to cover the tax withholding payments to tax authorities. No shares are transferred to the Company’s treasury stock in connection with tax withholdings funded by an employee participant’s sale of vested shares to cover taxes.

Activity in accumulated other comprehensive loss was as follows for the six months ended July 31, 2024:


	Foreign Currency Translation Adjustment		Accumulated Other Comprehensive Loss
Balance as of January 31, 2024	$	—	$	—
Other comprehensive loss	(2)		(2)
Balance as of July 31, 2024	$	(2)	$	(2)

There was no balance or activity in accumulated other comprehensive loss prior to January 31, 2024. The amounts set forth in the table above are presented net of tax. There were no amounts reclassified from accumulated other comprehensive loss into net loss during the six months ended July 31, 2024.

8. Equity-based compensation

(a) Equity award plans

In January 2018, the Board of Directors adopted the Company’s 2018 Stock Option Plan (as amended, the "2018 Stock Option Plan") which provided for the issuance of options to purchase up to 3,048,490 shares of the Company’s common stock to officers, directors, employees, and consultants. The option exercise price per share is determined by the Board of Directors based on the estimated fair value of the Company’s common stock.

In June 2019, the Board of Directors adopted the Company’s 2019 Stock Option and Incentive Plan (the "2019 Plan"), which replaced the 2018 Stock Option Plan upon the completion of the IPO. The 2019 Plan allows the Compensation Committee of the Board of Directors (the "Compensation Committee") to make equity-based incentive awards including stock options, RSUs and PSUs to the Company’s officers, employees, directors, and consultants. The initial reserve for the issuance of awards under this plan was 2,139,683 shares of common stock. The initial number of shares reserved and available for issuance automatically increased on February 1, 2020 and automatically increases each February 1 thereafter by 5% of the number of shares of common stock outstanding on the immediately preceding January 31 (or such lesser number of shares determined by the Compensation Committee). As the 2018 Stock Option Plan was replaced by the 2019 Plan, all grants of stock options, RSUs and PSUs during the six months ended July 31, 2024 were made pursuant to the 2019 plan, respectively.

In June 2019, the Board of Directors also adopted the Company’s 2019 Employee Stock Purchase Plan (the "ESPP"), which became effective immediately prior to the effectiveness of the registration statement for the Company’s initial public offering. The total shares of common stock initially reserved under the ESPP was limited to 855,873 shares.

The Company's incentive bonuses allow eligible employees to elect to receive all or a portion of their incentive compensation in the form of immediately vested restricted stock units instead of cash.

In July 2023, the Board of Directors also adopted the Company’s 2023 Inducement Award Plan (the “Inducement Plan”). The Inducement Plan allows the Compensation Committee of the Board of Directors (the "Compensation Committee") or its delegates to make equity-based incentive awards including stock options, RSUs and PSUs to employees of acquired companies to induce them to join the Company. The total shares of common stock initially reserved under the Inducement Plan was 500,000 shares.

As of July 31, 2024, there are 6,269,312 shares available for future grant pursuant to the 2019 Plan after factoring in the automatic increase which occurs on February 1 of each fiscal year, as well as an additional 338,064 shares

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available for future grant pursuant to the ESPP. The ESPP has two six-month offering periods each calendar year beginning in January and July. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a 15% discount through payroll deductions. As of July 31, 2024, there were 16,210 outstanding restricted stock units and 483,790 shares available for future grant under the Inducement Plan.

(b) Summary of stock-based compensation

The following table sets forth stock-based compensation by type of award:


	Three months ended July 31,				Six months ended July 31,
	2024		2023		2024		2023
RSUs	$	10,960	$	13,703	$	22,283	$	26,602
PSUs	3,483		2,751		6,287		4,395
Liability awards	2,024		2,278		4,721		4,803
ESPP	294		286		658		655
Stock options	2		7		2		45
Total stock-based compensation	$	16,763	$	19,025	$	33,951	$	36,500

The following table sets forth the presentation of stock-based compensation in the Company's financial statements:


	Three months ended July 31,				Six months ended July 31,
	2024		2023		2024		2023
Stock-based compensation expense recorded to additional paid-in capital	$	14,739	$	16,747	$	29,230	$	31,697
Stock-based compensation expense recorded to accrued expenses	2,024		2,278		4,721		4,803
Total stock-based compensation	$	16,763	$	19,025	$	33,951	$	36,500
Less: stock-based compensation expense capitalized as internal-use software	(315)		(377)		(663)		(714)
Stock-based compensation expense per consolidated statements of operations	$	16,448	$	18,648	$	33,288	$	35,786

The Company has not recognized and does not expect to recognize in the foreseeable future, any tax benefit related to employee stock-based compensation expense. During the six months ended July 31, 2024, the Company reduced stock compensation expense by $1,203, for improbable-to-probable modifications of stock compensation awards.

The Company has issued restricted stock units to employees and independent directors that vest based on a time-based condition. RSUs granted to employees vest over four years based on a variety of vesting schedules, including quarterly, annually, and 10/20/30/40 (10% after one year, 20% after two years, 30% after three years and 40% after four years). RSUs granted during fiscal 2024 generally vest annually, and RSUs granted during fiscal 2025 generally vest following a 10/20/30/40 vesting schedule.

Additionally, at the beginning of each fiscal year, the Company provides eligible employees the option to settle their incentive bonus in immediately vested RSUs. During the six months ended July 31, 2024, the Company issued 285,279 immediately vested RSUs to settle full-year fiscal 2024 share-settled bonus awards. The RSUs granted to settle bonus awards are included in RSUs granted and vested in the table below. See section (g) Liability awards

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below for additional information regarding share-settled bonus awards.


			Restricted stock units
Unvested, January 31, 2024			3,800,210
Granted in six months ended July 31, 2024(1)			1,034,258
Vested			(1,156,560)
Forfeited and expired			(170,430)
Unvested, July 31, 2024			3,507,478
(1) Includes 16,210 awards granted pursuant to the 2023 Inducement Award Plan.

As of July 31, 2024, there is $87,209 remaining of total unrecognized compensation cost related to these awards. The total unrecognized costs are expected to be recognized over a weighted-average term of 2.50 years.

(d) Stock options

Options granted under the equity award plans have a maximum term of ten years and vest over a period determined by the Board of Directors (generally four years from the date of grant or the commencement of the grantee’s employment with the Company). Options generally vest 25% at the one-year anniversary of the grant date, after which point they generally vest pro rata on a monthly basis.

Stock option activity for the six months ended July 31, 2024 is as follows:


	Number of options	Weighted- average exercise price		Weighted- average remaining contractual life (in years)	Aggregate Intrinsic value
Outstanding — January 31, 2024	1,123,438	$	6.89
Granted in six months ended July 31, 2024	—	$	—
Exercised	(118,153)	$	4.79
Forfeited and expired	(3,534)	$	20.67
Outstanding and expected to vest — July 31, 2024	1,001,751	$	7.09	4.05	$	17,902
Exercisable — July 31, 2024	1,001,751	$	7.09	4.05	$	17,902

The aggregate intrinsic value represents the total pre-tax intrinsic value (the difference between the Company’s estimated stock price at the time of exercise and the exercise price, multiplied by the number of related in-the-money options) that would have been received by the option holders had they exercised their options at the end of the period. This amount changes based on the market value of the Company’s common stock. The total intrinsic value of options exercised for the six months ended July 31, 2024 and 2023 (based on the difference between the Company’s estimated stock price on the exercise date and the respective exercise price, multiplied by the number of options exercised), was $2,165 and $4,214, respectively.

As of July 31, 2024 and January 31, 2024, all compensation cost related to stock options issued to employees has been recorded and there is no unrecognized compensation cost remaining related to stock options issued to employees.

(e) TSR performance-based restricted stock units (“PSUs”)

The Company grants PSUs to certain members of its management team. PSUs vest over approximately three years from the grant date upon satisfaction of both time-based requirements and market targets based on Phreesia's TSR relative to the TSR of each member of the Russell 3000 Index (the "Peer Group"). Depending on the percentage level at which the market-based condition is satisfied, the number of shares vesting could be between 0% and 220% of the number of PSUs originally granted. To earn the target number of PSUs (which represents 100% of the number of PSUs granted), the Company must perform at the 60th percentile, with the maximum number of PSUs

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earned if the Company performed at least at the 90th percentile. If Phreesia's TSR for the performance period is negative, the maximum number of PSUs that can be earned will be capped at 100%.

The Company estimated the fair value of the PSUs using a Monte Carlo Simulation model which projected TSR for Phreesia and each member of the Peer Group over the performance period. The Company recognizes the grant date fair value of PSUs as compensation expense over the vesting period.

Market-based PSU activity for the six months ended July 31, 2024 are as follows:


			Performance stock units
Outstanding, January 31, 2024			1,040,219
Granted in six months ended July 31, 2024			—
Vested			—
Forfeited and expired			(14,248)
Outstanding, July 31, 2024			1,025,971

As of July 31, 2024, unrecognized compensation cost for the PSUs was $22,802, to be recognized over a weighted average remaining vesting period of 2.2 years, subject to the participants' continued employment with the Company.

(f) Employee stock purchase plan

The ESPP is a compensatory plan because it provides participants with terms that are more favorable than those offered to other holders of the Company's common stock. Employees purchase shares at the lesser of (1) 85% of the closing stock price on the first day of the offering period or (2) 85% of the closing stock price on the last day of the offering period. The ESPP is structured as a qualified employee stock purchase plan under Section 423 of the U.S. Internal Revenue Code of 1986.

During the three and six months ended July 31, 2024, the Company issued 89,220 shares of common stock under the ESPP. In connection with these issuances, the Company recorded increases of $1,608 to common stock and additional paid-in capital within stockholders' equity. As of July 31, 2024, unrecognized compensation cost related to the ESPP was $399, to be recognized over the next five months.

(g) Liability awards

At the beginning of each year, the Company provides eligible employees the option to elect to receive all or a portion of their incentive compensation in the form of immediately vested restricted stock units instead of cash. Restricted stock units issued to settle liability awards are covered by the 2019 Plan. Share-settled bonus awards will be settled at a value equal to 115% of the cash bonuses. These share-settled bonus awards vest based on the achievement of the Company’s predefined performance targets. As share-settled bonus awards will be settled in a variable number of shares, the Company classifies share-settled bonus awards as liabilities within accrued expenses in the accompanying consolidated balance sheets until they are settled in shares and included in stockholders' equity. The Company’s share-settled bonus awards are settled semiannually. During the six months ended July 31, 2024, the Company settled $6,218 of share-settled bonus awards by issuing 285,279 immediately vested RSUs. See (c) Restricted Stock Units above for additional discussion regarding RSUs.

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9. Fair value measurements

The following table presents information about the Company's assets and liabilities that are measured at fair value as of July 31, 2024 and indicates the classification of each item within the fair value hierarchy:


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of July 31, 2024
Money market mutual funds	$	68,165	$	—	$	—	$	68,165
Total assets	$	68,165	$	—	$	—	$	68,165

The following table presents information about the Company's assets and liabilities that are measured at fair value as of January 31, 2024 and indicates the classification of each item within the fair value hierarchy:


	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Balance as of January 31, 2024
Money market mutual funds	$	58,942	$	—	$	—	$	58,942
Total assets	$	58,942	$	—	$	—	$	58,942

The carrying value of the Company’s short-term financial instruments, including accounts receivable and accounts payable approximate fair value due to the short-term nature of these instruments. As of July 31, 2024, the carrying value of the Company's debt and deferred consideration liabilities approximate fair value because the interest rates approximate market rates and the related maturities are relatively short-term.

The Company did not have any transfers of assets and liabilities between levels of the fair value measurement hierarchy during the six months ended July 31, 2024 and 2023.

10. Leases

(a) Phreesia as Lessee

The Company leases office premises and third-party data center space in the U.S. under operating leases which expire on various dates through March 2027. Certain of these arrangements have escalating rent payment provisions or optional renewal clauses. The Company has also entered into various finance lease arrangements for computer equipment. These agreements are typically three years and are secured by the underlying equipment.

The Company has also entered into various finance lease arrangements for computer equipment. These agreements are typically for two to three years and are secured by the underlying equipment.

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For office leases and leased equipment, the Company has elected the practical expedient to not separate lease and non-lease components, and as such, the variable lease cost primarily represents variable payments such as common area maintenance, utilities and equipment maintenance.

As of July 31, 2024, for operating leases, the weighted-average remaining lease term is 2.1 years and the weighted-average discount rate is 7.9%. As of July 31, 2024, for finance leases, the weighted-average remaining lease term is 2.1 years, and the weighted-average discount rate is 7.6%.

The components of lease expense for the six months ended July 31, 2024 were as follows:


	July 31, 2024
Operating leases:
Operating lease cost	$	439
Variable lease cost	—
Total operating lease cost	$	439
Finance leases:
Amortization of right-of-use assets	$	3,378
Interest on lease liabilities	409
Total finance lease cost	$	3,787

Amortization of right-of-use assets for finance leases is included within depreciation expense on the Company's consolidated statements of operations.

The following represents a schedule of maturing lease commitments for operating and finance leases as of July 31, 2024:


	July 31, 2024
	Operating		Finance
Maturity of lease liabilities
2025 (remaining six months)	$	568	$	3,761
Fiscal year ending January 31,
2026	1,053		5,580
2027	583		3,114
2028	34		453
Thereafter	—		—
Total future minimum lease payments	$	2,238	$	12,908
Less: interest	(174)		(1,050)
Present value of lease liabilities	$	2,064	$	11,858

As of July 31, 2024, the Company has signed a finance lease for computer equipment which does not commence until October 2024. Total undiscounted payments through the fiscal year ended January 31, 2028 related to the lease are $7,408 and are excluded from the table above but are included in the Company's other contractual

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commitments. See Note 11 - Commitments and contingencies for additional information regarding other contractual commitments.

Other supplemental cash flow information for the six months ended July 31, 2024 was as follows:


	July 31, 2024
Supplemental cash flow information
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash used for operating leases	$	498
Operating cash used for finance leases	409
Financing cash used for finance leases	3,275

Right-of-use assets obtained in exchange for lease liabilities:
Operating	$	1,958
Finance	6,862
Total	$	8,820

(b) Phreesia as Lessor

In connection with the patient intake and registration process, Phreesia offers its customers the ability to lease PhreesiaPads and Arrivals Kiosks along with their monthly subscription. These rentals fall under the guidance of ASC 842. The Company elected the practical expedient to not separate lease and non-lease components. More specifically, all contractual hardware maintenance is included with the hardware lease components. The leases contain no variable lease payments, no options to extend the lease that are reasonably certain to be exercised, and do not give the lessee an option to purchase the hardware at the end of the lease term. Additionally, the lease term does not represent a major part of the remaining economic life of the assets, and the present value of the lease payments does not equal or exceed substantially all of the fair value of the assets. As a result, all leased hardware in the SaaS arrangements are classified as operating leases.

During the three and six months ended July 31, 2024, the Company recognized $2,324 and $4,712, respectively, in subscription and related services revenue related to the leasing of PhreesiaPads and Arrivals Kiosks.

Future lease payments receivable under operating leases were immaterial as of July 31, 2024, except for those with terms of one year or less.

11. Commitments and contingencies

(a) Indemnifications

The Company’s agreements with certain customers include certain provisions for indemnifying customers against liabilities if its services infringe a third party’s intellectual property rights. It is not possible to determine the maximum potential amount under these indemnification obligations due to the limited history of prior indemnification claims and the unique facts and circumstances that may be involved in each particular agreement. To date, the Company has not incurred any material costs as a result of such provisions and have not accrued any liabilities related to such obligations in its consolidated financial statements.

In addition, the Company has indemnification agreements with its directors and its executive officers that require it, among other things, to indemnify its directors and executive officers for costs associated with any fees, expenses, judgments, fines and settlement amounts incurred by any of those persons in any action or proceeding to which any of those persons is, or is threatened to be, made a party by reason of the person’s service as a director or officer, including any action by us, arising out of that person’s services as a director or officer or that person’s services provided to any other company or enterprise at the Company’s request. The Company maintains director and officer insurance coverage that may enable it to recover a portion of any future indemnification amounts paid. To date, there have been no claims under any of its directors and executive officers indemnification provisions.

(b) Legal proceedings

In the ordinary course of business, the Company may be subject from time to time to various proceedings, lawsuits, disputes or claims. Although the Company cannot predict with assurance the outcome of any litigation, the

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Company does not believe there are currently any such actions that, if resolved unfavorably, would have a material impact on its financial condition, results of operations or cash flows.

Other contractual commitments consist primarily of non-cancelable purchase commitments to support our technology infrastructure as well commitments related to our acquisitions.

As of July 31, 2024, the Company has signed a finance lease for computer equipment which is not expected to commence until the fiscal quarter ended October 31, 2024. Total undiscounted payments through the fiscal year ended January 31, 2028 related to the lease are $7,408 and are included in our other contractual purchase commitments.

As of July 31, 2024, the Company has signed two non-cancelable purchase commitments to support its technology infrastructure which are not expected to commence until the fiscal quarter ended October 31, 2024. Total undiscounted payments for the agreements through the fiscal year ended January 31, 2028 related to the agreements are $9,594 and are included in our other contractual purchase commitments.

During fiscal 2024, the Company signed a finance lease which commenced during the six months ended July 31, 2024. Total undiscounted payments through the fiscal year ended January 31, 2028 related to the lease of $7,413 were included in other contractual commitments as of January 31, 2024 and were added at present value to finance lease liabilities during the six months ended July 31, 2024.

During the six months ended July 31, 2024, there were no other significant changes in the Company's material cash requirements as compared to the material cash requirements from known contractual and other obligations described in our Annual Report on Form 10-K for the fiscal year ended January 31, 2024, filed with the SEC on March 15, 2024.

12. Income taxes

For the three and six months ended July 31, 2024, the Company recorded a tax provision of $750 and $1,260, respectively, compared to a tax provision of $648 and $954, respectively, for the corresponding periods in the prior year. The Company's provision for income taxes was 3.5% and 1.3% of loss before income taxes for the six months ended July 31, 2024 and 2023, respectively. The Company's effective tax rate differs from the U.S. statutory tax rate of 21% primarily because the Company records a valuation allowance against its U.S. deferred tax assets, and due to foreign income tax expense related to its Canadian branch and its subsidiary in India.

Deferred tax assets and deferred tax liabilities are recognized based on temporary differences between the financial reporting and tax basis of assets and liabilities using statutory rates. Management of the Company has evaluated the positive and negative evidence pertaining to the realizability of its deferred tax assets, including the Company’s history of losses, and concluded that it is more likely than not that the Company will not recognize the benefits for its U.S. deferred tax assets. On the basis of this evaluation, the Company has recorded a valuation allowance against its deferred tax assets that are not more likely than not to be realized at both July 31, 2024 and January 31, 2024.

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13. Net loss per share attributable to common stockholders

(a) Net loss per share attributable to common stockholders

Basic and diluted net loss per share attributable to common stockholders was calculated as follows:


	Three months ended July 31,				Six months ended July 31,
	2024		2023		2024		2023
Numerator:
Net loss	$	(18,012)	$	(36,767)	$	(37,734)	$	(74,298)
Denominator:
Weighted-average shares of common stock outstanding, basic and diluted	57,502,959		53,794,060		57,089,232		53,574,584
Net loss per share attributable to common stockholders	$	(0.31)	$	(0.68)	$	(0.66)	$	(1.39)

(b) Potential dilutive securities

The Company’s potential dilutive securities, which include stock options, restricted stock units, performance stock awards and grants under the Company's ESPP, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The following potential common shares, presented based on amounts outstanding at each period end, were excluded from the calculation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect:


	As of July 31,
	2024	2023
Stock options to purchase common stock, restricted stock and performance stock awards	6,795,068	7,167,904
Employee stock purchase plan	82,784	72,501
Total	6,877,852	7,240,405

14. Related party transactions

For the three months ended July 31, 2024 and 2023, the Company recognized revenue totaling $343 and $261, respectively, for advertisements placed by a pharmaceutical company. For the six months ended July 31, 2024 and 2023, the Company recognized revenue totaling $671 and $549, respectively, for advertisements placed by a pharmaceutical company. One of the Company's independent members of its board of directors serves on the board of directors for this pharmaceutical company. As of July 31, 2024 and January 31, 2024, accounts receivable from the pharmaceutical company totaled approximately $116 and $416, respectively.

For the six months ended July 31, 2023, the Company recognized general and administrative expenses totaling $118 for software agreements with a software company. One of the Company's independent members of its board of directors served as the chief executive officer and on the board of directors for this software company until May 2023. This Company is no longer considered a related party subsequent to May 2023. The expense amounts presented above include amounts incurred while the entity was a related party.

One of the Company's independent members of its board of directors has served as the chief financial officer of a software company since April 2022. The Company recognized de minimis expenses during both the three and six months ended July 31, 2024 and 2023 under software agreements with this software company.

15. Acquisitions

Acquisition of MediFind

On June 30, 2023, the Company entered into an agreement to acquire 100% of the outstanding equity of MediFind for aggregate consideration payable of $8,871 (the "MediFind Acquisition"). A portion of the consideration was paid in cash at closing (subject to a customary working capital adjustment) with the remainder of the consideration settled through the issuance of 150,786 shares of the Company's common stock to certain stockholders of

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MediFind. MediFind is a consumer-facing healthcare product that helps patients - especially those with serious, chronic and rare diseases - find better care faster. The MediFind Acquisition was accounted for as a business combination. The Company acquired MediFind to reinforce its commitment to patient-centered care and expand its offerings to consumers.

The following table summarizes the purchase price consideration based on the estimated acquisition-date fair value of the acquisition consideration:


Cash consideration paid to sellers	$	4,104
Equity consideration paid to sellers	4,676
Liabilities incurred to sellers	91
Total fair value of acquisition consideration	$	8,871

The following table summarizes the calculation of cash paid for the MediFind Acquisition, net of cash acquired per the Company's consolidated statement of cash flows for the three and six months ended July 31, 2023:


Cash consideration	$	4,104
Less: Cash acquired	(231)
Cash paid for MediFind Acquisition net of cash acquired per statement of cash flows	$	3,873

The purchase price was allocated to the tangible assets acquired, the identifiable intangible assets acquired and the liabilities assumed based on their acquisition-date estimated fair values or other measurement bases specified by ASC 805 - Business Combinations.

The following table summarizes the final allocation of the purchase price to the assets acquired and liabilities assumed at the date of acquisition:


Cash	$	231
Accounts receivable	149
Other current assets	722
Identified intangible assets acquired	2,300
Goodwill	6,821
Total assets acquired	10,223
Accounts payable	(121)
Accrued liabilities	(816)
Deferred revenue	(292)
Deferred income tax liabilities	(123)
Total purchase price	$	8,871

The components of intangible assets acquired were as follows:


	Estimated Useful Life (in Years)	Fair Value
Technology	7	$	1,200
Trademark	15	700
Customer relationships	10	400
Total identifiable intangible assets acquired		$	2,300

The weighted average amortization period for acquired intangible assets as of the date of the acquisition is 10 years.

The Company, with the assistance of a third-party appraiser, assessed the fair value of the assets of MediFind. The fair value of the acquired technology and trademark assets of MediFind were estimated using the relief from royalty method. The fair value of customer relationships was estimated using a multi-period excess earnings method. To

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calculate fair value, the Company used cash flows discounted at a rate considered appropriate given the inherent risks associated with each asset.

The useful lives of the intangible assets were estimated based on the expected future economic benefit of the assets and are being amortized over the estimated useful life in proportion to the economic benefits consumed using the straight-line method. The amortization of intangible assets is not expected to be deductible for income tax purposes.

The goodwill recognized in the MediFind Acquisition is primarily attributable to expected synergies of the combined businesses driven by integrating the technology into our solutions and engaging with patients and providers, as well as the acquisition of an assembled workforce. The goodwill is not expected to be deductible for tax purposes.

During the six months ended July 31, 2023, the Company incurred $699 of acquisition related costs for the MediFind Acquisition. These costs are primarily included within general and administrative expenses in our consolidated statements of operations.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our unaudited consolidated financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q and our financial statements and related notes thereto included in our Annual Report on Form 10-K for the fiscal year ended January 31, 2024, filed with the SEC on March 15, 2024. In addition to historical financial information, the following discussion and analysis and information set forth elsewhere in this Quarterly Report on Form 10-Q contain forward-looking statements that involve risks, uncertainties and assumptions. Our actual results could differ materially from those anticipated by these forward-looking statements as a result of many factors. We discuss factors that we believe could cause or contribute to these differences below and elsewhere in this Quarterly Report on Form 10-Q, including those set forth under “Risk Factors” and “Special Note Regarding Forward-Looking Statements.”

Financial Highlights

Phreesia, Inc. [PHR] Filings
10-Q	[2024-09-05]
10-Q	[2024-05-31]
10-K	[2024-03-15]
10-Q	[2023-12-06]
10-Q	[2023-09-07]
10-Q	[2023-06-01]
10-K	[2023-03-23]
10-Q	[2022-12-09]
10-Q	[2022-09-08]
10-Q	[2022-06-03]
10-K	[2022-03-31]
10-Q	[2021-12-09]
10-Q	[2021-09-02]
10-Q	[2021-06-04]
10-K	[2021-03-31]
10-Q	[2020-12-09]
10-Q	[2020-09-09]
10-Q	[2020-06-09]
10-K	[2020-04-23]
S-1	[2019-12-10]
10-Q	[2019-12-10]
10-Q	[2019-09-10]
S-1	[2019-06-21]