GoodRx CEO converts stock awards into 277,289 shares

Alongside the RSU conversions, 120,456 shares were delivered or withheld for payment of exercise price or tax liability at $3.38 per share.

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Form Type

Rhea-AI Filing Summary

GoodRx Holdings, Inc. Chief Executive Officer and President Wendy Lynn Barnes converted 277,289 restricted stock units into 277,289 Class A common shares on October 15, 2026. On the same date, 120,456 shares were delivered or withheld for payment of exercise price or tax liability at $3.38 per share. No Rule 10b5-1 plan is reported.

Insider Trade Summary

277,289 shares exercised/converted

Exercise 9 txns

Insider Barnes Wendy Lynn

Role See Remarks

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit ^{F1, F2}	115,149	$0.00	$0.00
Exercise	Restricted Stock Unit ^{F1, F3}	51,177	$0.00	$0.00
Exercise	Restricted Stock Unit ^{F1, F4}	110,963	$0.00	$0.00
Exercise	Class A Common Stock ^F1	115,149	--	--
Exercise Price or Tax Liability	Class A Common Stock	50,021	$3.38	$169K
Exercise	Class A Common Stock ^F1	51,177	--	--
Exercise Price or Tax Liability	Class A Common Stock	22,232	$3.38	$75K
Exercise	Class A Common Stock ^F1	110,963	--	--
Exercise Price or Tax Liability	Class A Common Stock	48,203	$3.38	$163K

Holdings After Transaction: Restricted Stock Unit — 2,086,180 contracts (Direct); Class A Common Stock — 898,490 shares (Direct)

Footnotes (4)

F1. Each restricted stock unit represents a contingent right to receive one share of Class A common stock.
F2. The restricted stock unit award will vest as to 25% of the underlying shares on January 15, 2026 with the remaining 75% to vest in approximately equal quarterly installments thereafter for 12 quarters.
F3. The restricted stock unit award will vest as to 50% of the underlying shares on January 15, 2026 with the remaining 50% to vest in approximately equal quarterly installments thereafter for 4 quarters.
F4. The restricted stock units will vest ratably in 12 equal quarterly installments, with the first vesting occurring on April 15, 2026, and subject to continued service through each applicable vesting date.

Key Figures

Class A shares acquired on RSU conversion: 277,289 shares Shares delivered or withheld: 120,456 shares Price per share: $3.38 per share +3 more

6 metrics

Class A shares acquired on RSU conversion 277,289 shares October 15, 2026

Shares delivered or withheld 120,456 shares For payment of exercise price or tax liability on October 15, 2026

Price per share $3.38 per share Shares delivered or withheld for payment of exercise price or tax liability on October 15, 2026

Class A shares acquired on RSU conversion 115,149 shares October 15, 2026

Class A shares acquired on RSU conversion 51,177 shares October 15, 2026

Class A shares acquired on RSU conversion 110,963 shares October 15, 2026

Key Terms

restricted stock unit, quarterly installments, continued service

3 terms

restricted stock unit technical

"contingent right to receive one share of Class A common stock"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

quarterly installments technical

"remaining 75% to vest in approximately equal quarterly installments"

continued service technical

"subject to continued service through each applicable vesting date"

FAQ

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

How many GDRX shares did Wendy Lynn Barnes receive from RSU conversions?

Wendy Lynn Barnes converted 277,289 restricted stock units into 277,289 Class A common shares on October 15, 2026. No Rule 10b5-1 plan is reported.

How many shares were delivered or withheld in Wendy Lynn Barnes’s GDRX transactions?

A total of 120,456 shares were delivered or withheld for payment of exercise price or tax liability at $3.38 per share on October 15, 2026.

What were the vesting terms for Wendy Lynn Barnes’s GDRX RSU awards?

The 115,149-share award provides for 25% vesting on January 15, 2026, with the remaining 75% to vest in approximately equal quarterly installments thereafter for 12 quarters. The 51,177-share award provides for 50% vesting on January 15, 2026, with the remaining 50% to vest in approximately equal quarterly installments thereafter for four quarters. The 110,963-share award vests ratably in 12 equal quarterly installments beginning April 15, 2026, subject to continued service through each applicable vesting date.

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

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Available on EDGAR 10/15/2026 - 04:21 PM EDT Accepted by SEC EDGAR 10/15/2026 - 04:20 PM EDT

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^*

Barnes Wendy Lynn

(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
X	Officer (give title below)	Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/15/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	10/15/2026		M		115,149	A	⁽¹⁾	856,806	D
Class A Common Stock	10/15/2026		F		50,021	D	$3.38	806,785	D
Class A Common Stock	10/15/2026		M		51,177	A	⁽¹⁾	857,962	D
Class A Common Stock	10/15/2026		F		22,232	D	$3.38	835,730	D
Class A Common Stock	10/15/2026		M		110,963	A	⁽¹⁾	946,693	D
Class A Common Stock	10/15/2026		F		48,203	D	$3.38	898,490	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽¹⁾	10/15/2026		M			115,149	⁽²⁾	⁽²⁾	Class A Common Stock	115,149	$0	1,036,335	D
Restricted Stock Unit	⁽¹⁾	10/15/2026		M			51,177	⁽³⁾	⁽³⁾	Class A Common Stock	51,177	$0	51,177	D
Restricted Stock Unit	⁽¹⁾	10/15/2026		M			110,963	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	110,963	$0	998,668	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 unit award will vest as to 25% of the underlying shares on January 15, 2026 with the remaining 75% to vest in approximately equal quarterly installments thereafter for 12 quarters.

3. The restricted stock unit award will vest as to 50% of the underlying shares on January 15, 2026 with the remaining 50% to vest in approximately equal quarterly installments thereafter for 4 quarters.

4. The restricted stock units will vest ratably in 12 equal quarterly installments, with the first vesting occurring on April 15, 2026, and subject to continued service through each applicable vesting date.

Remarks:

Chief Executive Officer and President

	/s/ Gracye Cheng, Attorney-in-Fact for Wendy Lynn Barnes	10/15/2026
	** 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)

Source: View Original Filing on SEC EDGAR