STOCK TITAN

GoodRx (NASDAQ: GDRX) director grant adds 4,642 deferred stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hirsch Douglas Joseph reported acquisition or exercise transactions in this Form 4 filing.

GoodRx Holdings, Inc. director Douglas Joseph Hirsch reported an equity compensation grant and updated holdings in Class A common stock. On May 27, 2026, he received 4,642 deferred stock units at a price of $0.00 per share, bringing his directly held shares to 247,502.

The deferred stock units vest as to 2% of the underlying shares on May 31, 2026, with the remaining 98% vesting in substantially equal monthly installments over the following seven months. The units will settle in shares on the earliest of December 31, 2029, Separation from Service, a Change in Control, death, or Disability under the company’s Deferred Compensation Plan for Directors.

The filing also lists indirect holdings through several grantor retained annuity trusts and a spouse account. Hirsch disclaims pecuniary interest, voting, or investment control over shares held by the CH 2024-2 GRAT and CH 2025 GRAT established for his spouse.

Positive

  • None.

Negative

  • None.
Insider Hirsch Douglas Joseph
Role null
Type Security Shares Price Value
Grant/Award Class A Common Stock 4,642 $0.00 --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 247,502 shares (Direct, null); Class A Common Stock — 543,377 shares (Indirect, By DH 2024-2 GRAT)
Footnotes (1)
  1. Reflects deferred stock units. Each deferred stock unit represents a contingent right to receive one share of Class A common stock. The deferred stock units will vest as to 2% of the underlying shares on May 31, 2026, and the remining 98% will vest in substantially equal monthly installments on last day of each month over the following 7 months, subject to continued service through the applicable vesting date. The deferred stock units will settle on the earliest to occur of the following events (i) December 31, 2029; (ii) Separation from Service; (iii) a Change in Control; (iv) death; or (v) Disability (each, as defined under the GoodRx Holdings, Inc. Deferred Compensation Plan for Directors). Share held directly by DH 2024 -2 GRAT, a grantor retained annuity trust (the "DH 2024-2 GRAT"). The Reporting Person serves as the sole trustee and sole annuitant of the DH 2024-2 GRAT. Share held directly by DH 2025 GRAT, a grantor retained annuity trust (the "DH 2025 GRAT"). The Reporting Person serves as the sole trustee and sole annuitant of the DH 2025 GRAT. Share held directly by CH 2024-2 GRAT, a grantor retained annuity trust (the "CH 2024-2 GRAT"). Chona Hirsch, the Reporting Person's spouse, serves as the sole trustee and sole annuitant of the CH 2024-2 GRAT. The Reporting Person has no pecuniary interest in or voting or investment control over the shares of Class A Common Stock held by the CH 2024-2 GRAT and disclaims beneficial ownership of such shares. This filing is not an admission or acknowledgment that the Reporting Person is the beneficial owner of such shares. Share held directly by CH 2025 GRAT, a grantor retained annuity trust (the "CH 2025 GRAT"). Chona Hirsch, the Reporting Person's spouse, serves as the sole trustee and sole annuitant of the CH 2025GRAT. The Reporting Person has no pecuniary interest in or voting or investment control over the shares of Class A Common Stock held by the CH 2025 GRAT and disclaims beneficial ownership of such shares. This filing is not an admission or acknowledgment that the Reporting Person is the beneficial owner of such shares.
Deferred stock units granted 4,642 units Class A common stock award on May 27, 2026 at $0.00
Direct shares after grant 247,502 shares Class A common stock held directly following the transaction
Initial vesting portion 2% Vests on May 31, 2026 of the deferred stock units
Remaining vesting portion 98% Vests in equal monthly installments over the next 7 months
Settlement latest date December 31, 2029 Latest settlement date for deferred stock units under plan
DH 2025 GRAT holding 2,089,343 shares Indirect Class A common stock position via DH 2025 GRAT
DH 2024-2 GRAT holding 543,377 shares Indirect Class A common stock position via DH 2024-2 GRAT
deferred stock units financial
"Reflects deferred stock units. Each deferred stock unit represents a contingent right to receive one share of Class A common stock."
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
grantor retained annuity trust financial
"Share held directly by DH 2024 -2 GRAT, a grantor retained annuity trust (the "DH 2024-2 GRAT")."
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
Separation from Service financial
"The deferred stock units will settle on the earliest to occur of the following events (i) December 31, 2029; (ii) Separation from Service; (iii) a Change in Control;"
Change in Control financial
"The deferred stock units will settle on the earliest to occur of the following events (i) December 31, 2029; (ii) Separation from Service; (iii) a Change in Control;"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
Deferred Compensation Plan for Directors financial
"each, as defined under the GoodRx Holdings, Inc. Deferred Compensation Plan for Directors"
A deferred compensation plan for directors is an arrangement that lets board members postpone receiving part of their pay until a later date—often retirement or a set future time—so the money can grow or be paid under specified conditions. Think of it like directing a portion of your paycheck into a locked savings account that pays out later; investors care because it creates future cash or stock obligations, signals how the company motivates and retains leadership, and can affect shareholder value through timing of payouts or potential dilution.
SEC Form 4
FORM 4UNITED 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*
Hirsch Douglas Joseph

(Last)(First)(Middle)
C/O GOODRX HOLDINGS, INC.
2701 OLYMPIC BOULEVARD

(Street)
SANTA MONICA CALIFORNIA 90404

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
GoodRx Holdings, Inc. [ GDRX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock05/27/2026A4,642(1)A$0247,502D
Class A Common Stock543,377IBy DH 2024-2 GRAT(2)
Class A Common Stock2,089,343IBy DH 2025 GRAT(3)
Class A Common Stock1IBy Spouse
Class A Common Stock543,377IBy CH 2024-2 GRAT(4)
Class A Common Stock2,089,343IBy CH 2025 GRAT(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Reflects deferred stock units. Each deferred stock unit represents a contingent right to receive one share of Class A common stock. The deferred stock units will vest as to 2% of the underlying shares on May 31, 2026, and the remining 98% will vest in substantially equal monthly installments on last day of each month over the following 7 months, subject to continued service through the applicable vesting date. The deferred stock units will settle on the earliest to occur of the following events (i) December 31, 2029; (ii) Separation from Service; (iii) a Change in Control; (iv) death; or (v) Disability (each, as defined under the GoodRx Holdings, Inc. Deferred Compensation Plan for Directors).
2. Share held directly by DH 2024 -2 GRAT, a grantor retained annuity trust (the "DH 2024-2 GRAT"). The Reporting Person serves as the sole trustee and sole annuitant of the DH 2024-2 GRAT.
3. Share held directly by DH 2025 GRAT, a grantor retained annuity trust (the "DH 2025 GRAT"). The Reporting Person serves as the sole trustee and sole annuitant of the DH 2025 GRAT.
4. Share held directly by CH 2024-2 GRAT, a grantor retained annuity trust (the "CH 2024-2 GRAT"). Chona Hirsch, the Reporting Person's spouse, serves as the sole trustee and sole annuitant of the CH 2024-2 GRAT. The Reporting Person has no pecuniary interest in or voting or investment control over the shares of Class A Common Stock held by the CH 2024-2 GRAT and disclaims beneficial ownership of such shares. This filing is not an admission or acknowledgment that the Reporting Person is the beneficial owner of such shares.
5. Share held directly by CH 2025 GRAT, a grantor retained annuity trust (the "CH 2025 GRAT"). Chona Hirsch, the Reporting Person's spouse, serves as the sole trustee and sole annuitant of the CH 2025GRAT. The Reporting Person has no pecuniary interest in or voting or investment control over the shares of Class A Common Stock held by the CH 2025 GRAT and disclaims beneficial ownership of such shares. This filing is not an admission or acknowledgment that the Reporting Person is the beneficial owner of such shares.
Remarks:
/s/ Gracye Cheng, Attorney-in-Fact for Douglas Joseph Hirsch05/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did GoodRx (GDRX) director Douglas Hirsch report in this Form 4?

Douglas Hirsch reported receiving 4,642 deferred stock units of GoodRx Class A common stock as director compensation. The filing also updates his direct and indirect share holdings, including positions held through several grantor retained annuity trusts and an account associated with his spouse.

How many GoodRx (GDRX) shares does Douglas Hirsch hold directly after this filing?

After the reported grant, Douglas Hirsch directly holds 247,502 shares of GoodRx Class A common stock. This figure reflects his position following the 4,642 deferred stock units awarded on May 27, 2026, which are scheduled to vest over several months starting in May 2026.

What are the vesting terms of Douglas Hirsch’s 4,642 deferred stock units at GoodRx (GDRX)?

The 4,642 deferred stock units vest 2% of the underlying shares on May 31, 2026. The remaining 98% vest in substantially equal monthly installments on the last day of each month over the next seven months, conditioned on his continued service through each applicable vesting date.

When will Douglas Hirsch’s GoodRx (GDRX) deferred stock units settle into shares?

The deferred stock units will settle into Class A shares on the earliest of December 31, 2029, Separation from Service, a Change in Control, death, or Disability. These settlement triggers are defined under the GoodRx Holdings, Inc. Deferred Compensation Plan for Directors governing the award.

Does Douglas Hirsch claim beneficial ownership of GoodRx (GDRX) shares in his spouse’s GRATs?

No. For the CH 2024-2 GRAT and CH 2025 GRAT, the filing states Hirsch has no pecuniary interest or voting or investment control. He expressly disclaims beneficial ownership of Class A shares held by those trusts, and the filing is not an admission of such ownership.