STOCK TITAN

GoodRx (GDRX) accounting chief unlocks 10K shares, 5K withheld

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GoodRx Holdings, Inc. reported that Chief Accounting Officer Thomas Chan had multiple restricted stock units convert into Class A common stock on August 15, 2026. In total, 10,115 restricted stock units were exercised into an equal number of Class A shares. In related transactions, 5,149 Class A shares were delivered or withheld at $3.73 per share for payment of exercise price or tax liability. The RSU awards vest in scheduled quarterly installments, conditioned on Mr. Chan’s continued service.

Positive

  • None.

Negative

  • None.
Insider Chan Thomas (TC)
Role Chief Accounting Officer
Type Security Shares Price Value
Exercise Restricted Stock Unit F1, F2 1,252 $0.00 $0.00
Exercise Restricted Stock Unit F1, F3 1,686 $0.00 $0.00
Exercise Restricted Stock Unit F1, F4 2,636 $0.00 $0.00
Exercise Restricted Stock Unit F1, F5 4,541 $0.00 $0.00
Exercise Class A Common Stock F1 1,252 -- --
Exercise Price or Tax Liability Class A Common Stock 638 $3.73 $2K
Exercise Class A Common Stock F1 1,686 -- --
Exercise Price or Tax Liability Class A Common Stock 858 $3.73 $3K
Exercise Class A Common Stock F1 2,636 -- --
Exercise Price or Tax Liability Class A Common Stock 1,342 $3.73 $5K
Exercise Class A Common Stock F1 4,541 -- --
Exercise Price or Tax Liability Class A Common Stock 2,311 $3.73 $9K
Holdings After Transaction: Restricted Stock Unit — 81,379 shares (Direct); Class A Common Stock — 13,546 shares (Direct)
Footnotes (5)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of Class A common stock.
  2. F2. This restricted stock units award vests with respect to 1/16 of the award in quarterly installments on November 15, 2022 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
  3. F3. This restricted stock units award vests with respect to 1/16 of the award in quarterly installments on August 15, 2023 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
  4. F4. This restricted stock units award vests with respect to 1/16 of the award in quarterly installments on May 15, 2025 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
  5. F5. This restricted stock units award vests with respect to 1/12 of the award in quarterly installments on August 15, 2026 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
RSUs exercised 10,115 shares Total restricted stock units exercised or converted (transactionSummary.exerciseShares)
Shares for exercise price or taxes 5,149 shares Shares delivered or withheld for payment of exercise price or tax liability
Exercise-price/tax shares price $3.73 per share Price used for Class A shares delivered or withheld in code F transactions
Acquisition transactions 4 Number of non-derivative acquisition entries (code M with acquired_disposed_code A)
Disposition transactions 8 Total transactions marked as dispositions, including derivative and code F entries
Derivative transactions 4 Number of derivative RSU conversion entries
Restricted Stock Unit financial
"Each restricted stock unit represents a contingent right to receive one share"
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.
Class A Common Stock financial
"receive one share of Class A common stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
exercise or conversion of derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
Payment of exercise price or tax liability financial
"Payment of exercise price or tax liability by delivering or withholding securities"
contingent right financial
"represents a contingent right to receive one share of Class A"

FAQ

What insider transactions did GDRX Chief Accounting Officer Thomas Chan report on August 15, 2026?

Thomas Chan reported the exercise of 10,115 restricted stock units into the same number of GoodRx Class A shares, along with related dispositions of 5,149 shares to cover exercise price or tax liability at $3.73 per share.

How many GoodRx (GDRX) restricted stock units did Thomas Chan convert to Class A shares?

Thomas Chan converted 10,115 restricted stock units into 10,115 Class A common shares. Each restricted stock unit represents a contingent right to receive one share of Class A common stock upon vesting and settlement under his equity awards.

At what price were GoodRx (GDRX) shares delivered or withheld in Thomas Chan’s Form 4 filing?

GoodRx reported that 5,149 Class A shares associated with Thomas Chan’s transactions were delivered or withheld at $3.73 per share. These shares were used for payment of exercise price or tax liability related to the RSU conversions.

What portion of Thomas Chan’s GoodRx (GDRX) RSU awards vest over time?

The filing states that certain RSU awards vest in 1/16 quarterly installments starting on various dates, while another award vests in 1/12 quarterly installments starting August 15, 2026, all subject to his continued service through each vesting date.

Does Thomas Chan’s GoodRx (GDRX) Form 4 show both acquisitions and dispositions of shares?

Yes. The Form 4 shows 4 acquisition transactions of Class A shares from RSU exercises and 8 disposition transactions, including RSU derivative entries and shares delivered or withheld for exercise price or tax liability at $3.73 per share.

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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*
Chan Thomas (TC)

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026
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 Stock08/15/2026M1,252A(1)9,832D
Class A Common Stock08/15/2026F638D$3.739,194D
Class A Common Stock08/15/2026M1,686A(1)10,880D
Class A Common Stock08/15/2026F858D$3.7310,022D
Class A Common Stock08/15/2026M2,636A(1)12,658D
Class A Common Stock08/15/2026F1,342D$3.7311,316D
Class A Common Stock08/15/2026M4,541A(1)15,857D
Class A Common Stock08/15/2026F2,311D$3.7313,546D
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
Restricted Stock Unit(1)08/15/2026M1,252 (2) (2)Class A Common Stock1,252$00D
Restricted Stock Unit(1)08/15/2026M1,686 (3) (3)Class A Common Stock1,686$05,059D
Restricted Stock Unit(1)08/15/2026M2,636 (4) (4)Class A Common Stock2,636$026,367D
Restricted Stock Unit(1)08/15/2026M4,541 (5) (5)Class A Common Stock4,541$049,953D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Class A common stock.
2. This restricted stock units award vests with respect to 1/16 of the award in quarterly installments on November 15, 2022 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
3. This restricted stock units award vests with respect to 1/16 of the award in quarterly installments on August 15, 2023 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
4. This restricted stock units award vests with respect to 1/16 of the award in quarterly installments on May 15, 2025 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
5. This restricted stock units award vests with respect to 1/12 of the award in quarterly installments on August 15, 2026 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
Remarks:
/s/ Gracye Cheng, Attorney-in-Fact for Thomas (TC) Chan08/17/2026
** 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)