GoodRx (NASDAQ: GDRX) investors re-elect board and ratify KPMG, back pay
Rhea-AI Filing Summary
GoodRx Holdings, Inc. reported the results of its annual stockholder meeting held on June 16, 2026. Class A stockholders had one vote per share and Class B stockholders had ten votes per share as of the April 20, 2026 record date.
A total of 89,932,951 Class A shares and 233,964,187 Class B shares were represented, accounting for approximately 99.4% of the combined voting power. Stockholders elected Wendy Barnes, Ronald E. Bruehlman and Gregory Mondre as Class III directors.
They also ratified the appointment of KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, and approved, on an advisory and non-binding basis, the compensation of the company’s named executive officers.
Positive
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8-K Event Classification
Item 5.07 — Submission of Matters to a Vote of Security Holders
1 item
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Key Figures
Class A shares represented: 89,932,951 shares
Class B shares represented: 233,964,187 shares
Combined voting power represented: approximately 99.4%
+3 more
6 metrics
Class A shares represented
89,932,951 shares
At annual meeting as of April 20, 2026 record date
Class B shares represented
233,964,187 shares
At annual meeting as of April 20, 2026 record date
Combined voting power represented
approximately 99.4%
Combined Class A and Class B at annual meeting
Votes for Wendy Barnes
2,379,952,868 votes
Election as Class III director
Votes for KPMG ratification
2,429,055,999 votes
Auditor for fiscal year ending December 31, 2026
Votes for executive pay
2,363,913,370 votes
Advisory approval of named executive officer compensation
Key Terms
Class B common stock, broker non-votes, independent registered public accounting firm, advisory (non-binding) basis, +1 more
5 terms
Class B common stock financial
"holders of the Company’s Class B common stock were entitled to ten votes per share"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
broker non-votes financial
"Wendy Barnes | 2,379,952,868 | 10,078,860 | 39,543,093"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
independent registered public accounting firm financial
"ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
advisory (non-binding) basis financial
"Approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive officers"
record date financial
"as of the close of business on April 20, 2026 (the “Record Date”)"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did GoodRx (GDRX) stockholders approve at the June 16, 2026 annual meeting?
GoodRx stockholders approved all three proposals presented. They elected three Class III directors, ratified KPMG LLP as independent auditor for the 2026 fiscal year, and approved, on an advisory and non-binding basis, the compensation of the company’s named executive officers.
Which directors were elected at GoodRx (GDRX)’s 2026 annual stockholder meeting?
Stockholders elected Wendy Barnes, Ronald E. Bruehlman and Gregory Mondre as Class III directors. Their terms run until the 2029 annual meeting, and they will serve until successors are duly elected and qualified or until earlier death, resignation or removal.
Which auditing firm did GoodRx (GDRX) stockholders ratify for the 2026 fiscal year?
Stockholders ratified the appointment of KPMG LLP as GoodRx’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification vote received 2,429,055,999 votes for, 335,716 against, and 183,106 abstentions, with no broker non-votes recorded.
How did GoodRx (GDRX) stockholders vote on executive compensation in 2026?
On an advisory, non-binding basis, stockholders approved the compensation of GoodRx’s named executive officers. The vote totaled 2,363,913,370 shares for, 23,702,520 against, and 2,415,838 abstentions, with 39,543,093 broker non-votes reported on this say-on-pay proposal.