GoodRx CAO Romin Nabiey reports RSU settlement and share sale

Rhea-AI Filing Summary

GoodRx Holdings, Inc. (GDRX) Chief Accounting Officer Romin Nabiey reported equity award activity on 11/15/2025. He acquired 4,804 shares of Class A common stock upon the vesting and settlement of restricted stock units and then disposed of 1,719 shares at $2.97 per share, typically used to cover taxes. Following these transactions, he directly held 156,492 Class A shares.

The underlying restricted stock unit grant covers 4,804 shares. It vests as to 6.25% of the underlying shares on May 15, 2025, with the remaining 93.75% vesting in approximately equal quarterly installments over the next 15 quarters.

Insider Trade Summary

4,804 shares exercised/converted

Mixed 3 txns

Insider Nabiey Romin

Role Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	4,804	$0.00	--
Exercise	Class A Common Stock	4,804	$0.00	--
Tax Withholding	Class A Common Stock	1,719	$2.97	$5K

Holdings After Transaction: Restricted Stock Unit — 62,454 shares (Direct); Class A Common Stock — 158,211 shares (Direct)

Footnotes (1)

1. Each restricted stock unit represents a contingent right to receive one share of Class A common stock. The restricted stock units vest as to 6.25% of the underlying shares on May 15, 2025 and the remaining 93.75% of the underlying shares to vest in approximately equal quarterly installments thereafter for 15 quarters.

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^*

Nabiey Romin

(Last) (First) (Middle)

C/O GOODRX HOLDINGS, INC.

2701 OLYMPIC BOULEVARD

(Street)

SANTA MONICA CA 90404

(City) (State) (Zip)

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)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	11/15/2025		M		4,804	A	(1)	158,211	D
Class A Common Stock	11/15/2025		F		1,719	D	$2.97	156,492	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)	11/15/2025		M			4,804	(2)	(2)	Class A Common Stock	4,804	$0	62,454	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 units vest as to 6.25% of the underlying shares on May 15, 2025 and the remaining 93.75% of the underlying shares to vest in approximately equal quarterly installments thereafter for 15 quarters.

Remarks:

	/s/ Gracye Cheng, Attorney-in-Fact for Romin Nabiey	11/17/2025
	** 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.

FAQ

What did GoodRx (GDRX) disclose in this Form 4 filing?

The filing reports that Chief Accounting Officer Romin Nabiey acquired 4,804 Class A common shares from restricted stock unit vesting on 11/15/2025 and disposed of 1,719 shares at $2.97 per share, leaving him with 156,492 directly owned shares.

How many GoodRx shares does Romin Nabiey own after the reported transactions?

After the reported 11/15/2025 transactions, Romin Nabiey beneficially owns 156,492 shares of GoodRx Class A common stock in direct ownership.

What restricted stock unit activity was reported for GoodRx CAO Romin Nabiey?

The filing shows the settlement of 4,804 restricted stock units into an equal number of Class A common shares on 11/15/2025, with the RSUs listed at an exercise price of $0.

What is the vesting schedule for Romin Nabiey’s GoodRx restricted stock units?

The restricted stock units vest as to 6.25% of the underlying shares on May 15, 2025, and the remaining 93.75% vest in approximately equal quarterly installments over the following 15 quarters.

Why were 1,719 GoodRx shares disposed of at $2.97 in the Form 4?

The Form 4 reports a disposition of 1,719 Class A shares at $2.97 per share with transaction code F, which typically denotes shares withheld by the issuer to satisfy tax obligations on a vesting event.

What is Romin Nabiey’s role and relationship to GoodRx (GDRX)?

Romin Nabiey is an officer of GoodRx Holdings, Inc., serving as the company’s Chief Accounting Officer, and he filed this Form 4 as a single reporting person.