GoodRx (GDRX) director Douglas Hirsch receives 73,434 deferred stock units in equity grant

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 on Class A common stock. He received 73,434 deferred stock units, each representing a right to one share at no cash cost. These units vest in full on the earlier of the one-year anniversary of June 16, 2026 or the company’s 2027 annual stockholders’ meeting, subject to his continued service.

The deferred stock units will be settled in shares upon the earliest of December 31, 2029, separation from service, a change in control, death, or disability under the company’s director deferred compensation plan. After this grant, Hirsch directly holds 320,936 Class A shares. Additional Class A shares are held indirectly through grantor retained annuity trusts and by his spouse; certain CH GRAT holdings are attributed to those trusts and his spouse, and he disclaims beneficial ownership of those particular shares.

Insights

Corporate governance analyst

Director received a routine equity grant in deferred stock units.

Director Douglas Hirsch was granted 73,434 deferred stock units of GoodRx Holdings, Inc. Class A common stock at $0.00 per unit. This appears to be a standard board compensation award rather than an open-market purchase or sale.

The units vest on the earlier of the one-year anniversary of June 16, 2026 or the 2027 annual meeting, and settle upon specific future events, including a change in control or separation from service. This structure aligns director incentives with long-term shareholder value.

After the grant, Hirsch holds 320,936 shares directly, with additional shares in DH grantor retained annuity trusts where he is sole trustee and annuitant. CH GRAT and spouse-held shares are attributed to those entities, with beneficial ownership disclaimed, underscoring that most activity here is structural rather than active trading.

Insider Trade Summary

6 transactions reported

Mixed 6 txns

Insider Hirsch Douglas Joseph

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	73,434	$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 — 320,936 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 vest in full on the earlier of (i) the one-year anniversary of June 16, 2026 and (ii) the date of the 2027 Annual Meeting of Stockholders, subject to Reporting Person's 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 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. 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.

Key Figures

Deferred stock unit grant: 73,434 units Grant price: $0.0000 per unit Direct holdings after grant: 320,936 shares +3 more

6 metrics

Deferred stock unit grant 73,434 units Class A Common Stock grant on June 16, 2026

Grant price $0.0000 per unit Deferred stock unit award to director

Direct holdings after grant 320,936 shares Class A Common Stock held directly post-transaction

DH 2024-2 GRAT holdings 543,377 shares Class A Common Stock held indirectly via DH 2024-2 GRAT

DH 2025 GRAT holdings 2,089,343 shares Class A Common Stock held indirectly via DH 2025 GRAT

Spouse-held shares 1 share Class A Common Stock held by spouse

Key Terms

deferred stock units, grantor retained annuity trust, Separation from Service, Change in Control, +1 more

5 terms

deferred stock units financial

"Reflects deferred stock units. Each deferred stock unit represents a contingent right to receive one share"

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

"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"

Change in Control financial

"settle on the earliest to occur of ... (iii) a Change in Control; (iv) death; or (v) Disability"

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

"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.

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Form 4 Insider Transactions: What Each Field Means →

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^*

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/16/2026		A		73,434(1)	A	$0	320,936	D
Class A Common Stock								543,377	I	By DH 2024-2 GRAT(2)
Class A Common Stock								2,089,343	I	By DH 2025 GRAT(3)
Class A Common Stock								1	I	By Spouse
Class A Common Stock								2,089,343	I	By CH 2025 GRAT(4)
Class A Common Stock								543,377	I	By CH 2024-2 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount 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 vest in full on the earlier of (i) the one-year anniversary of June 16, 2026 and (ii) the date of the 2027 Annual Meeting of Stockholders, subject to Reporting Person's 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 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.

5. 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.

Remarks:

	/s/ Gracye Cheng, Attorney-in-Fact for Douglas Joseph Hirsch	06/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

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

Douglas Hirsch reported an equity compensation grant. He received 73,434 deferred stock units of GoodRx Class A common stock at no cash cost, which vest based on time and board service conditions and will settle into shares upon specified future events.

How many GoodRx (GDRX) shares did Douglas Hirsch acquire in this filing?

He was granted 73,434 deferred stock units. Each unit represents a contingent right to receive one Class A share. These units are not immediately settled; they vest over time and convert into shares upon defined future triggering events.

When do Douglas Hirsch’s GoodRx (GDRX) deferred stock units vest and settle?

The units vest on a future service-based date. They vest in full on the earlier of the one-year anniversary of June 16, 2026 or the 2027 annual meeting, then settle into shares upon the earliest of December 31, 2029, separation from service, change in control, death, or disability.

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

He holds 320,936 Class A shares directly. This figure reflects his direct ownership following the 73,434 deferred stock unit grant. In addition, certain shares are held indirectly through grantor retained annuity trusts and by his spouse, with some trust holdings disclaimed as beneficial ownership.

What indirect GoodRx (GDRX) holdings are associated with Douglas Hirsch and related trusts?

Shares are held via multiple grantor retained annuity trusts. DH 2024-2 GRAT and DH 2025 GRAT hold Class A shares where Hirsch is sole trustee and annuitant. CH 2024-2 GRAT and CH 2025 GRAT are overseen by his spouse, and he disclaims beneficial ownership of those trust shares.