GoodRx executive exercises 44,779 RSUs, pays taxes

GoodRx Holdings executive Christopher A. McGinnis reported routine equity compensation activity involving restricted stock units and related tax withholding.

Rhea-AI Filing Summary

GoodRx Holdings executive Christopher A. McGinnis reported routine equity compensation activity involving restricted stock units and related tax withholding. He exercised derivative securities to acquire 44,779 shares of Class A common stock at a conversion price of $0.00 per share from restricted stock units. In a separate transaction, 19,726 shares of Class A common stock were surrendered at $2.49 per share to cover tax obligations. Following these transactions, he directly held 177,616 shares of Class A common stock. Footnotes clarify that each restricted stock unit represents a contingent right to one share of Class A common stock, with vesting scheduled over time.

Insider Trade Summary

44,779 shares exercised/converted

Exercise 3 txns

Insider McGinnis Christopher A

Role See Remarks

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	44,779	$0.00	$0.00
Exercise	Class A Common Stock	44,779	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	19,726	$2.49	$49K

Holdings After Transaction: Restricted Stock Unit — 492,580 contracts (Direct); Class A Common Stock — 177,616 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 unit award will vest as to 25% of the underlying shares on February 15, 2026 with the remaining 75% to vest in approximately equal quarterly installments thereafter for 12 quarters.

Key Figures

RSU shares exercised: 44,779 shares Shares surrendered for taxes: 19,726 shares Direct holdings after transaction: 177,616 shares +2 more

5 metrics

RSU shares exercised 44,779 shares Class A common stock acquired via derivative exercise at $0.00

Shares surrendered for taxes 19,726 shares Class A common stock at $2.49 per share for tax withholding

Direct holdings after transaction 177,616 shares Class A common stock directly owned after reported transactions

Tax withholding price $2.49 per share Value used for 19,726-share tax-withholding disposition

RSU conversion price $0.00 per share Conversion price for 44,779 restricted stock units into Class A shares

Key Terms

Restricted Stock Unit, tax-withholding disposition, derivative security, Class A Common Stock

4 terms

Restricted Stock Unit financial

"Each restricted stock unit represents a 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.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

Class A Common Stock financial

"security_title: 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.

FAQ

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

What insider transaction did GoodRx (GDRX) executive Christopher McGinnis report?

Christopher A. McGinnis reported exercising restricted stock units into 44,779 Class A common shares and surrendering 19,726 shares to cover taxes. These are routine compensation-related transactions, not open-market buys or sells of GoodRx stock.

Did the GoodRx (GDRX) insider buy or sell shares on the open market?

The filing shows no open-market purchases or sales. Shares were acquired through exercising restricted stock units and some were surrendered at $2.49 per share solely to satisfy tax liabilities, a common non-market transaction for equity awards.

How many GoodRx (GDRX) shares does Christopher McGinnis hold after the transactions?

After the reported transactions, Christopher A. McGinnis directly holds 177,616 shares of GoodRx Class A common stock. This reflects the net position after exercising 44,779 restricted stock units and surrendering 19,726 shares for associated tax obligations.

What are the key share amounts in the latest GoodRx (GDRX) Form 4?

Key figures include 44,779 Class A shares acquired at a $0.00 conversion price from restricted stock units and 19,726 shares surrendered at $2.49 per share for taxes. His resulting direct ownership is 177,616 Class A common shares.

How do GoodRx (GDRX) restricted stock units work in this insider filing?

Each restricted stock unit represents a contingent right to receive one GoodRx Class A share. The award referenced here vests 25% on February 15, 2026, with the remaining 75% vesting in roughly equal quarterly installments over the following 12 quarters.

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

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Accepted by SEC EDGAR 05/15/2026 - 04:50 PM EDT Learn about SEC filing dates

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^*

McGinnis Christopher A

(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)

	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)
05/15/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/15/2026		M		44,779	A	(1)	197,342	D
Class A Common Stock	05/15/2026		F		19,726	D	$2.49	177,616	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)	05/15/2026		M			44,779	(2)	(2)	Class A Common Stock	44,779	$0	492,580	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 February 15, 2026 with the remaining 75% to vest in approximately equal quarterly installments thereafter for 12 quarters.

Remarks:

Chief Financial Officer & Treasurer

	/s/ Gracye Cheng, Attorney-in-Fact for Christopher A McGinnis	05/15/2026
	** 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)