Financial Analysis

Commitments and contingencies (a) Indemnifications The Companys agreements with certain customers include certain provisions for indemnifying customers against liabilities if its services infringe a third partys 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 has not accrued a ny 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 proceedi n g to which any of those persons is, or is threatened to be, made a party by reason of the persons service as a director or officer, including any action by us, arising out of that persons services as a director or officer or that persons services provided to any other company or enterprise at the Companys 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 …

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"Finance leases and other debt As of October 31, 2025 and January 31, 2025, the Company had the following outstanding finance lease liabilities and other debt: October 31, 2025 January 31, 2025 Finance leases $ 8,588 $ 14,256 Financing arrangements 941 1,913 Accrued interest and payments 23 24 Total finance lease liabilities and other debt $ 9,552 $ 16,193 Less: current portion of finance lease liabilities and other debt (6,199) (8,043) Long-term finance lease liabilities and other debt $ 3,353 $ 8,150 (a) Finance leases See Note 10 - Leases for more information regarding finance leases. (b) Financing agreements In June 2023, the Company entered into a software licensing financing agreement (the ""financing agreement"") in order to finance its software and service licenses. As of October 31, 2025, there was $941 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. (c) Capital One Credit Agreement In December 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 (as amended, the ""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 en …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

"Equity-based compensation (a) Equity award plans In January 2018, the Board of Directors adopted the Companys 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 Companys 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 Companys common stock. In June 2019, the Board of Directors adopted the Companys 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 Companys 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 nine months ended October 31 …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

Fair value measurements The following table presents information about the Company's assets and liabilities that are measured at fair value as of October 31, 2025 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 October 31, 2025 Money market mutual funds $ 82,729 $ $ $ 82,729 Total assets $ 82,729 $ $ $ 82,729 Foreign currency forward contracts $ $ 250 $ $ 250 Total liabilities $ $ 250 $ $ 250 The following table presents information about the Company's assets and liabilities that are measured at fair value as of January 31, 2025 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, 2025 Money market mutual funds $ 66,588 $ $ $ 66,588 Total assets $ 66,588 $ $ $ 66,588 The carrying value of the Companys short-term financial instruments, including accounts receivable and accounts payable approximate fair value due to the short-term nature of these instruments. As of October 31, 2025, the carrying value of the Company's debt approximated fair value because the interest rates approximated market rates and the related maturities are relatively short-term. The Company did not have any transf …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

"Income taxes For the three and nine months ended October 31, 2025, the Company recorded tax expense of $854 and $372, respectively, compared to $442 and $1,702, respectively, for the corresponding periods in the prior year. The Companys tax expense was 26.9% and 3.4% of income (loss) before income taxes for the nine months ended October 31, 2025 and 2024, 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. The $372 year-to-date tax expense includes a discrete tax benefit of $2,220 recorded in the nine months ended October 31, 2025 primarily related to recognizing stock-based compensation deferred tax assets, return to provision adjustments and excess windfall related to its Canadian branch. The Canadian deferred tax assets were assessed in more detail in connection with the Companys expectation of continued growth in the Canadian jurisdiction. 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 Companys history of losses, and concluded that it is more likely …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leases (a) Phreesia as Lessee The Company leases third-party data center space and office space in the U.S. under operating leases that expire on various dates through July 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. 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 October 31, 2025, for operating leases, the weighted-average remaining lease term was 1.1 years and the weighted-average discount rate is 6.5%. As of October 31, 2025, for finance leases, the weighted-average remaining lease term was 1.5 years, and the weighted-average discount rate is 7.8%. The components of lease expense for the nine months ended October 31, 2025 were as follows: October 31, 2025 Operating leases: Operating lease cost $ 732 Variable lease cost Total operating lease cost $ 732 Finance leases: Amortization of right-of-use assets $ 5,465 Interest on lease liabilities 711 Total finance lease cost $ 6,176 Amortization of right-of-use assets for finance leases is included within depreciation expense on the Company's consolidated s …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

New accounting pronouncements Impact of recently adopted accounting pronouncements During the three and nine months ended October 31, 2025, the Company did not adopt any accounting pronouncements that materially impacted the Company's financial statements. Recent accounting pronouncements not yet adopted In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The new standard requires companies to disclose disaggregated information related to income taxes paid and the effective tax rate. 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 plans to adopt ASU 2023-09 for annual periods beginning in the fiscal year ending January 31, 2026. The Company is currently evaluating the impact that ASU 2023-09 will have on its financial statements and related disclosures. The Company does not expect the disclosure changes that result from the adoption of ASU 2023-09 to materially impact its consolidated financial statements. In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. In January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, Clarifying …

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Related party transactions For the three months ended October 31, 2025 and 2024, the Company recognized revenue totaling $301 and $326, respectively, for advertisements placed by a pharmaceutical company. For the nine months ended October 31, 2025 and 2024, the Company recognized revenue totaling $762 and $997, respectively, for advertisements placed by the same 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 October 31, 2025 and January 31, 2025, accounts receivable from the pharmaceutical company totaled $361 and $116, respectively.

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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 Companys healthcare services clients for access to the Company's solutions, payment processing fees based on patient payment volume, and fees from life sciences companies and other organizations for delivering qualified direct communications to patients who consent 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 Companys PhreesiaPads and Arrivals Kiosks was $1,764 and $2,395 for the three months ended October 31, 2025 and 2024, respectively, and $6,015 and $7,107 for the nine months ended October 31, 2025 and 2024, respectively. Contract balances The following table represents a roll-forward of contract assets: Balance, January 31, 2025 $ 4,743 Amount transferred to receivables from beginning balance of contract assets (4,621) Contract asset additions, net of reclassification to receivables 10,591 Balance, October 31, 2025 $ 10,713 The following table represents a roll-forward of deferred revenue: Balance, January 31, 2025 $ 32,877 Revenue recognized that was included in deferred revenue at the beginning of the period (30,292) Current period activity in deferred revenue 27,278 Balance, October 31, 2025 …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

"Segments and geographic information Operating segments are defined as components of an enterprise about which separate financial information is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company defines the term chief operating decision maker to be its Chief Executive Officer. The Companys Chief Executive Officer reviews the financial information presented on an entire company basis for purposes of allocating resources and evaluating its financial performance. Accordingly, the Company has determined that it operates in a single reportable operating segment, managed on a consolidated basis, which the Company refers to as the Technology solutions segment. The Technology solutions segment provides 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 Technology solutions segments solutions include SaaS-based integrated tools that manage patient access, registration and payments. Additionally, the Technology solutions segment has tools to communicate with patients about their health, which have demonstrated increased rates of preventive care and vaccinations. Additionally, Technology solutions segments solutions include clinical assessments to screen patients for a variety of physical, behavioral and mental health conditions, helping providers …

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Summary of significant accounting policies The Companys significant accounting policies are disclosed in the audited financial statements for the fiscal year ended January 31, 2025. Since the date of those audited financial statements, there have been no material changes to the Companys 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. These judgments, es …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

"Stockholders' equity (a) Common stock The Company closed its initial public offering (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. (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 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 Companys mandatory sell-to-cover policy (sell-to-cover). The proceeds from the employee participants sales of vested shares are remitted to the Company to cover the tax withholding payments to tax authorities. No shares are transferred to the Companys treasury stock in connection with tax withholdings funded by an employee participants sale of vested shares to cover taxes. (c) Stock repur …

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Subsequent events AccessOne Acquisition On November 12, 2025, subsequent to the end of the quarter, the Company completed its previously announced acquisition of 100% of the outstanding equity of AccessOne, which provides financing solutions for healthcare receivables and offers healthcare providers a scalable, compliant and operationally efficient tool that improves collections without undermining patient trust. The transaction closed in accordance with the terms of the definitive agreement entered into on August 29, 2025. The Company is in the process of completing the initial accounting for the business combination, including the identification and valuation of the intangible assets acquired and liabilities assumed. Accordingly, the preliminary purchase price allocation will be presented in the Companys Form 10-K for the fiscal year ending January 31, 2026. Bridge Loan The purchase price for the AccessOne acquisition was funded with a combination of cash and the net proceeds from a new, 364-day $110 million secured term loan (the Bridge Loan) entered into on the Closing Date. The Bridge Loan has an outstanding principal amount of $110 million and bears interest at a per annum rate equal to the three month SOFR rate plus a margin of 4.00% per annum. The Bridge Loan matures on November 11, 2026. The interest rate applicable to the Bridge Loan will increase by 0.5% every three months following the closing date of November 12, 2025. The Company incurred approximately $3 millio …

SubsequentEventsTextBlock · excerpt; the full note is in the filing