GoodRx director granted 73,434 RSUs in Form 4

Wagner Scott reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Wagner Scott reported acquisition or exercise transactions in this Form 4 filing.

GoodRx Holdings, Inc. director Scott Wagner reported an equity award of 73,434 restricted stock units (RSUs) tied to Class A common stock. The RSUs vest in full on the earlier of the one-year anniversary of June 16, 2026 or the 2027 Annual Meeting of Stockholders, subject to his continued service.

Each RSU represents a right to receive one share of Class A common stock at vesting, so this is a compensation-related grant rather than an open-market purchase. After this award, Wagner directly holds 290,097 Class A shares and is also associated with 182,900 shares held indirectly through the Wagner Family Trust.

Insider Trade Summary

Grant/Award: 73,434 shares

Grant/Award 2 txns

Insider Wagner Scott

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	73,434	$0.00	$0.00
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 290,097 shares (Direct); Class A Common Stock — 182,900 shares (Indirect, By Wagner Family Trust)

Footnotes (2)

1. F1. Reflects restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Class A common stock. The restricted stock units vest in full on the earlier of (i) the one-year anniversary of June 16, 2026 and (ii) the date of the 2027 Annual Meeting of Stockholders, subject to Reporting Person's continued service through the applicable vesting date.
2. F2. Shares held directly by the Wagner Family Trust (the "Trust"). The Reporting Person and his spouse serve as trustees of the Trust, and the Reporting Person, his spouse and other members of his immediate family are the sole beneficiaries of the Trust.

Key Figures

RSU grant size: 73,434 units RSU grant price: $0.00 per share Direct holdings after grant: 290,097 shares +2 more

5 metrics

RSU grant size 73,434 units Restricted stock units awarded on June 16, 2026

RSU grant price $0.00 per share Equity compensation grant, not open-market purchase

Direct holdings after grant 290,097 shares Class A common stock held directly by Scott Wagner

Indirect trust holdings 182,900 shares Class A common stock held by Wagner Family Trust

RSU vesting reference date June 16, 2026 RSUs vest on one-year anniversary or 2027 Annual Meeting

Key Terms

restricted stock units, Class A common stock, Annual Meeting of Stockholders, Wagner Family Trust

4 terms

restricted stock units financial

"Reflects restricted stock units. Each restricted stock unit represents a contingent right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Class A common stock financial

"Each restricted stock unit represents a contingent right to 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.

Annual Meeting of Stockholders financial

"the date of the 2027 Annual Meeting of Stockholders, subject to Reporting Person's continued service"

Wagner Family Trust financial

"Shares held directly by the Wagner Family Trust (the "Trust"). The Reporting Person and his spouse serve as trustees"

FAQ

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

What did GoodRx (GDRX) director Scott Wagner report in this Form 4?

Scott Wagner reported receiving 73,434 restricted stock units (RSUs) linked to GoodRx Class A common stock. These RSUs are a form of equity compensation and were not bought in the open market, but granted at a price of $0.00 per share.

How do Scott Wagner’s new GoodRx RSUs vest?

The 73,434 RSUs vest in full on the earlier of the one-year anniversary of June 16, 2026 or the date of the 2027 Annual Meeting of Stockholders, assuming Wagner continues to serve the company through the applicable vesting date.

How many GoodRx shares does Scott Wagner hold after this Form 4?

After the reported transactions, Scott Wagner directly holds 290,097 shares of GoodRx Class A common stock. In addition, 182,900 shares are held indirectly through the Wagner Family Trust, where he and his spouse serve as trustees and beneficiaries.

Was Scott Wagner’s GoodRx Form 4 a stock purchase or a grant?

The filing reflects a grant of 73,434 RSUs, not an open-market stock purchase. The RSUs were awarded at $0.00 per share as compensation, giving Wagner a contingent right to receive Class A shares upon future vesting.

What is the Wagner Family Trust’s role in Scott Wagner’s GoodRx holdings?

The Form 4 notes 182,900 GoodRx shares held by the Wagner Family Trust. Scott Wagner and his spouse are trustees, and they, along with other immediate family members, are beneficiaries, so these shares are reported as indirect ownership associated with him.

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

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Accepted by SEC EDGAR 06/17/2026 - 08:29 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^*

Wagner Scott

(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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

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	06/16/2026		A		73,434(1)	A	$0	290,097	D
Class A Common Stock								182,900	I	By Wagner Family Trust(2)

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

Explanation of Responses:

1. Reflects restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Class A common stock. The restricted stock units vest in full on the earlier of (i) the one-year anniversary of June 16, 2026 and (ii) the date of the 2027 Annual Meeting of Stockholders, subject to Reporting Person's continued service through the applicable vesting date.

2. Shares held directly by the Wagner Family Trust (the "Trust"). The Reporting Person and his spouse serve as trustees of the Trust, and the Reporting Person, his spouse and other members of his immediate family are the sole beneficiaries of the Trust.

Remarks:

	/s/ Gracye Cheng, Attorney-in-Fact for Scott Wagner	06/17/2026
	** 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)