GDRX Form 4: CAO gets 12,662 shares; 4,531 withheld for taxes

GoodRx Holdings (GDRX) reported an insider transaction by Chief Accounting Officer Romin Nabiey on 11/08/2025.

Accepted by SEC EDGAR 11/10/2025 - 05:14 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

GoodRx Holdings (GDRX) reported an insider transaction by Chief Accounting Officer Romin Nabiey on 11/08/2025. Restricted stock units converted into 12,662 shares of Class A common stock (code M). To cover taxes, 4,531 shares were withheld at $3.11 per share (code F). Following these transactions, Nabiey directly owns 153,407 Class A shares. The filing also shows 75,977 RSUs remaining beneficially owned after the reported activity. Each RSU represents the right to receive one share, with vesting that began on August 8, 2023 and continues in approximately equal quarterly installments thereafter.

Insider Trade Summary

12,662 shares exercised/converted

Exercise 3 txns

Insider Nabiey Romin

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	12,662	$0.00	$0.00
Exercise	Class A Common Stock	12,662	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	4,531	$3.11	$14K

Holdings After Transaction: Restricted Stock Unit — 75,977 contracts (Direct); Class A Common Stock — 153,407 shares (Direct)

Footnotes (2)

1. F1. Each restricted stock unit represents a contingent right to receive one share of Class A common stock.
2. F2. The restricted stock units vest as to 6.25% of the underlying shares on August 8, 2023 and the remaining 93.75% of the underlying shares vest in approximately equal quarterly installments thereafter for 15 quarters.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did GDRX’s CAO report on Form 4?

Conversion of RSUs into 12,662 shares (code M) and tax withholding of 4,531 shares at $3.11 (code F) on 11/08/2025.

How many GDRX shares does the insider own after the transaction?

Direct ownership is 153,407 Class A shares after the reported transactions.

How many RSUs remain after the transaction for GDRX’s CAO?

The filing shows 75,977 restricted stock units beneficially owned after the activity.

What is the vesting schedule for the reported GDRX RSUs?

Vesting: 6.25% on August 8, 2023, with the remaining 93.75% vesting in roughly equal quarterly installments over 15 quarters.

What do the Form 4 transaction codes M and F mean here?

Code M reflects RSU conversion into common shares; code F reflects shares withheld to cover taxes at $3.11 per share.

Who is the reporting person and role at GDRX?

The reporting person is Romin Nabiey, Chief Accounting Officer of GoodRx Holdings, Inc.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nabiey Romin

(Last) (First) (Middle)

C/O GOODRX HOLDINGS, INC.

2701 OLYMPIC BOULEVARD

(Street)

SANTA MONICA CA 90404

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GoodRx Holdings, Inc. [ GDRX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	11/08/2025		M		12,662	A	(1)	157,938	D
Class A Common Stock	11/08/2025		F		4,531	D	$3.11	153,407	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	11/08/2025		M			12,662	(2)	(2)	Class A Common Stock	12,662	$0	75,977	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Class A common stock.

2. The restricted stock units vest as to 6.25% of the underlying shares on August 8, 2023 and the remaining 93.75% of the underlying shares vest in approximately equal quarterly installments thereafter for 15 quarters.

Remarks:

	/s/ Gracye Cheng, Attorney-in-Fact for Romin Nabiey	11/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.