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GoodRx CAO converts 2,101 RSUs, withholds shares

GoodRx Holdings, Inc. (GDRX) reported that Chief Accounting Officer Thomas Chan had restricted stock units (RSUs) convert into Class A common stock on September 15, 2026.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GoodRx Holdings, Inc. (GDRX) reported that Chief Accounting Officer Thomas Chan had restricted stock units (RSUs) convert into Class A common stock on September 15, 2026. An award of 2,101 RSUs was exercised into 2,101 Class A shares, and 1,069 shares of Class A common stock were delivered or withheld to cover the exercise price or tax liability at $3.56 per share.

Following the RSU conversion, Chan continued to hold 12,606 RSUs directly. No transactions were reported as made under a Rule 10b5-1 trading plan.

Positive

  • None.

Negative

  • None.
Insider Chan Thomas (TC)
Role Chief Accounting Officer
Type Security Shares Price Value
Exercise Restricted Stock Unit F1, F2 2,101 $0.00 $0.00
Exercise Class A Common Stock F1 2,101 -- --
Exercise Price or Tax Liability Class A Common Stock 1,069 $3.56 $4K
Holdings After Transaction: Restricted Stock Unit — 12,606 contracts (Direct); Class A Common Stock — 14,578 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. This restricted stock units award vests with respect to 1/16 of the award in quarterly installments on June 15, 2024 and on each quarterly anniversary thereafter, subject to the Reporting Person's continued service through each applicable vesting date.
RSUs exercised 2,101 restricted stock units Converted into Class A common stock on September 15, 2026
Class A shares acquired 2,101 shares Received upon RSU conversion on September 15, 2026
Shares delivered or withheld 1,069 shares Used for payment of exercise price or tax liability at $3.56 per share
Per-share amount for exercise price or tax liability $3.56 per share Applied to 1,069 shares of Class A common stock
RSUs held after transaction 12,606 restricted stock units Directly held following the September 15, 2026 RSU conversion
RSU vesting fraction 1/16 of the award Vests in quarterly installments starting June 15, 2024
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
"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.
tax liability financial
"Payment of exercise price or tax liability by delivering or withholding securities"
vesting financial
"award vests with respect to 1/16 of the award in quarterly installments"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

What insider transaction did GoodRx (GDRX) report for Thomas Chan on September 15, 2026?

GoodRx reported that Thomas Chan had 2,101 restricted stock units convert into 2,101 shares of Class A common stock, with a related disposition of 1,069 shares of Class A common stock delivered or withheld to cover the exercise price or tax liability.

How many GoodRx (GDRX) RSUs does Thomas Chan hold after this Form 4 event?

After the reported transactions, Thomas Chan directly held 12,606 restricted stock units. Each restricted stock unit represents a contingent right to receive one share of GoodRx Class A common stock, subject to vesting conditions.

At what price were GoodRx (GDRX) shares withheld for Thomas Chan’s tax or exercise obligations?

The Form 4 reports that 1,069 shares of GoodRx Class A common stock were delivered or withheld at $3.56 per share for payment of exercise price or tax liability related to the RSU settlement.

Were Thomas Chan’s GoodRx (GDRX) transactions made under a Rule 10b5-1 trading plan?

The filing indicates that no Rule 10b5-1 plan is reported for these transactions, as the document-level 10b5-1 checkbox is not marked as being pursuant to such a plan.

What position does Thomas Chan hold at GoodRx (GDRX) according to this Form 4?

Thomas Chan is identified as the Chief Accounting Officer of GoodRx Holdings, Inc. in the Form 4 reporting these RSU conversions and related share withholdings.

How do Thomas Chan’s GoodRx (GDRX) RSUs vest over time?

The award vests with respect to 1/16 of the RSUs in quarterly installments, beginning on June 15, 2024 and on each quarterly anniversary thereafter, subject to his continued service through each applicable vesting date.

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

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Learn about SEC filing dates
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)
09/15/2026
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 Stock09/15/2026M2,101A(1)15,647D
Class A Common Stock09/15/2026F1,069D$3.5614,578D
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)09/15/2026M2,101 (2) (2)Class A Common Stock2,101$012,606D
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 June 15, 2024 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) Chan09/15/2026
** 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)

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