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General Counsel transition at Goosehead Insurance (NASDAQ: GSHD) includes paid consulting role

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8-K/A

Rhea-AI Filing Summary

Goosehead Insurance, Inc. reported updated details on the departure of its General Counsel, John O’Connor, through a new Separation Agreement dated April 3, 2026. The agreement formalizes the terms of his exit and ongoing relationship with the company.

Effective March 29, 2026, Mr. O’Connor transitions to providing consulting services to Goosehead through September 30, 2026 to help ensure a smooth handover of responsibilities. In return, he will receive consulting fees equal to six months of his base salary, continued vesting of his existing equity awards, and a stipend intended to offset six months of COBRA health coverage costs.

The company plans to file the full Separation Agreement as an exhibit to its Form 10-Q for the quarter ended June 30, 2026, which will provide the complete contractual details for investors and other stakeholders.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Separation Agreement date April 3, 2026 Date of Separation Agreement between Goosehead and John O’Connor
Consulting start date March 29, 2026 Effective date when O’Connor begins consulting services
Consulting end date September 30, 2026 End of consulting period for transition of responsibilities
Consulting fee term Six months of base salary Consultancy fees equal to six months of O’Connor’s base salary
COBRA stipend term Six months Stipend intended to offset six months of COBRA coverage expenses
10-Q period for exhibit Quarter ended June 30, 2026 Form 10-Q that will include the Separation Agreement as an exhibit
Separation Agreement financial
"Mr. O’Connor entered into a Separation Agreement with the Company, dated as of April 3, 2026"
A separation agreement is a written contract that spells out the financial and legal terms when an employee and a company part ways, such as final pay, severance, continued benefits, confidentiality, and any release of claims. For investors, it matters because these agreements determine immediate costs, potential future liabilities, and whether departing staff are restricted from competing or disclosing information—factors that can affect a company’s cash flow, risk profile, and leadership continuity.
consulting services financial
"Mr. O’Connor will provide consulting services to the Company through September 30, 2026"
Consulting services are professional advice and hands-on support sold by outside experts to help organizations solve problems, make decisions, or improve operations—like hiring a trusted coach or mechanic for a business. For investors, consulting work matters because it can be a steady revenue source, signal a company’s capabilities and relationships, and affect profit margins and growth prospects depending on whether contracts are one-off projects or ongoing retainers.
equity awards financial
"continued vesting of his outstanding equity awards and a stipend to offset six months of COBRA coverage expenses"
Equity awards are payments to employees or directors made in the form of company stock or rights to buy stock later, serving as a way to share ownership rather than cash. For investors, they matter because they align staff incentives with company performance, can increase the number of shares outstanding over time (which can reduce each share’s claim on profits), and create compensation costs that affect reported earnings.
COBRA coverage expenses financial
"a stipend to offset six months of COBRA coverage expenses"
Understanding 8-K Material Events →
FALSE000172697800017269782026-03-302026-03-30

______________________________________________________________________________________________________
  UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 _____________________________________________________________________________________________________
FORM 8-K/A
______________________________________________________________________________________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): April 3, 2026
______________________________________________________________________________________________________
Goosehead Insurance, Inc.
(Exact Name of Registrant as Specified in its Charter)
 ______________________________________________________________________________________________________
Delaware
001-38466
82-3886022
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
1500 Solana Boulevard, Ste. 4500
Westlake, Texas 76262    
(Address of Principal Executive Offices, and Zip Code)

214-838-5500
Registrant’s Telephone Number, Including Area Code

Not applicable
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐

Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, par value $.01 per share
GSHD
NASDAQ
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐





Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As previously disclosed by Goosehead Insurance, Inc. (the “Company”) on a Current Report on Form 8-K filed on March 30, 2026, the Company announced that John O’Connor, the Company’s General Counsel, was leaving the Company effective immediately. Subsequent to that announcement, Mr. O’Connor entered into a Separation Agreement with the Company, dated as of April 3, 2026 (the “Separation Agreement”), that provides for the terms relating to Mr. O’Connor’s separation from the Company.

Pursuant to the terms of the Separation Agreement, effective as of March 29, 2026, Mr. O’Connor will provide consulting services to the Company through September 30, 2026 in order to effectuate a smooth transition of responsibilities. Subject to his continued compliance with his applicable covenants, Mr. O’Connor will receive consultancy fees in an amount equal to six months of his base salary, continued vesting of his outstanding equity awards and a stipend to offset six months of COBRA coverage expenses.

A copy of the Separation Agreement will be filed as an exhibit to the Company’s quarterly report on Form 10-Q for the quarter ended June 30, 2026.






































SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
GOOSEHEAD INSURANCE, INC.
Date: April 8, 2026
By:
/s/ Mark Miller
Name:
Mark Miller
Title:
President and Chief Executive Officer


Source: View Original Filing on SEC EDGAR

FAQ

What did Goosehead Insurance (GSHD) disclose about its General Counsel’s departure?

Goosehead Insurance disclosed that its General Counsel, John O’Connor, has left the company and entered a Separation Agreement dated April 3, 2026. That agreement sets terms for his consulting role, compensation, equity vesting, and a stipend to offset health coverage costs over a defined transition period.

What consulting role will John O’Connor have with Goosehead Insurance (GSHD)?

Effective March 29, 2026, John O’Connor will provide consulting services to Goosehead Insurance through September 30, 2026. His role is specifically intended to support a smooth transition of his former responsibilities while the company adjusts its legal leadership structure and maintains continuity in legal and governance matters.

What compensation will John O’Connor receive under the Goosehead Insurance Separation Agreement?

Under the Separation Agreement, John O’Connor will receive consulting fees equal to six months of his base salary, continued vesting of his outstanding equity awards, and a stipend meant to offset six months of COBRA coverage expenses, subject to his continued compliance with applicable covenants in the agreement.

How long will Goosehead Insurance (GSHD) receive consulting support from its former General Counsel?

Goosehead Insurance will receive consulting support from former General Counsel John O’Connor from March 29, 2026 through September 30, 2026. This six-month period is designed to facilitate a smooth transition of legal duties and ensure continuity while the company manages leadership adjustments in its legal function.

Where will investors find the full Separation Agreement for Goosehead Insurance’s General Counsel?

Goosehead Insurance plans to file the full Separation Agreement as an exhibit to its Form 10-Q for the quarter ended June 30, 2026. That quarterly filing will provide the complete contractual terms governing John O’Connor’s separation, consulting services, compensation, and related covenants for investors to review.

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