[144] Goosehead Insurance, Inc. SEC Filing

Rhea-AI Filing Summary

Wells Fargo (WFC) Form 4 – CEO Charles W. Scharf

Filed for 07/29/2025, the report shows no open-market trades but discloses fresh equity compensation. Scharf received 362,977 Restricted Share Rights (1 RSR = 1 common share) and 1,046,000 stock options with an $82.65 strike price. Both instruments vest in three equal tranches on 07/31/2029, 07/31/2030 and 07/31/2031 and are subject to post-retirement holding rules under Wells Fargo’s stock-ownership policy.

After the grant, the CEO’s reported holdings rise to 1,056,234 directly owned shares, 414.45 share equivalents in the 401(k) ESOP fund, and 103 shares in a trust. The option grant expires 07/29/2035. Because the awards were granted by the issuer, the filing does not signal insider buying or selling pressure; it primarily illustrates the scale and long-term nature of executive incentives.

Positive

• Long-term, performance-linked vesting ties CEO compensation to future share performance, aligning interests with shareholders.
• Post-retirement holding requirement reinforces retention and discourages short-term profit taking.

Negative

• Potential dilution: 1.41 M new share equivalents (options + RSRs) add ~0.35 % to share count when fully exercised/vested.
• No open-market purchase; filing lacks bullish buying signal that traders often view favourably.

Insights

Corporate Governance Analyst

TL;DR: Routine equity awards; large size aligns CEO with shareholders but adds modest dilution risk.

The grant structure is standard for large-cap banks: long-dated vesting, at-the-money options, and substantial RSRs. It strengthens retention and pay-for-performance alignment, especially with a strike near recent trading levels. However, 1.046 M options plus 0.36 M RSRs represent roughly 0.35 % of shares outstanding, a mild dilutive overhang that investors should monitor. Absence of open-market buying limits the positive signaling effect. Overall impact is neutral to slightly positive for governance quality, neutral for near-term share price.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common	J.P. Morgan Securities LLC 390 Madison Avenue - 6th Floor New York NY 10017	300000	27435000	25350955	07/31/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common	07/31/2025	Class A Common Shares received in exchange of Class B units. The Class B units were acquired on April 27, 2018.	Issuer			300000	07/31/2025	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Mark and Robyn Jones Descendants Trust 2014 1500 Solana Boulevard Building 4, Suite 4500 Westlake TX 76262	Class A Common	05/08/2025	30081	3066830.14
Mark and Robyn Jones Descendants Trust 2014 1500 Solana Boulevard Building 4, Suite 4500 Westlake TX 76262	Class A Common	05/09/2025	37221	3817352.26
Mark and Robyn Jones Descendants Trust 2014 1500 Solana Boulevard Building 4, Suite 4500 Westlake TX 76262	Class A Common	05/12/2025	50000	5187440
Mark and Robyn Jones Descendants Trust 2014 1500 Solana Boulevard Building 4, Suite 4500 Westlake TX 76262	Class A Common	05/13/2025	111313	11734182.34
Mark and Robyn Jones Descendants Trust 2014 1500 Solana Boulevard Building 4, Suite 4500 Westlake TX 76262	Class A Common	05/14/2025	21385	2240277.63

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Wells Fargo (WFC) shares does CEO Charles Scharf now own?

He reports 1,056,234 shares directly, plus 414.45 share equivalents in the 401(k) and 103 shares in a trust.

What stock options were granted to the Wells Fargo CEO?

He received 1,046,000 options at an exercise price of $82.65, expiring 07/29/2035.

When do the new Restricted Share Rights vest for WFC's CEO?

RSRs vest one-third on 07/31/2029, 07/31/2030, and 07/31/2031.

Does the filing indicate insider buying or selling of WFC shares?

No. The Form 4 records equity grants, not open-market transactions.

What is the potential dilution from the new equity awards?

Combined options and RSRs total about 1.41 million shares, roughly 0.35 % of WFC’s share count if fully exercised/vested.