STOCK TITAN

Goosehead Insurance (GSHD) insiders convert units, sell 82,689 Class A shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Goosehead Insurance, Inc. insiders reported a combined conversion-and-sale transaction involving Class A and Class B shares and LLC units. Entities associated with the reporting persons converted 82,689 LLC Units and corresponding Class B Common Stock into 82,689 shares of Class A Common Stock, then sold 82,689 Class A shares in open-market trades at weighted average prices of $41.74 and $42.43 per share on May 22, 2026. After these transactions, a reporting person still holds 7,050,356 shares of Class B Common Stock directly and significant indirect and direct positions in LLC Units, including 1,766,355, 132,349, and 182,349 LLC Units, each exchangeable one-for-one into Class A Common Stock. The filing notes that each LLC Unit, together with a share of Class B Common Stock, may be converted into one Class A share and that the LLC Units do not expire.

Positive

  • None.

Negative

  • None.

Insights

Insiders converted 82,689 units into Class A shares, then sold all of them while retaining large multi-class positions.

The transactions show a classic convert-and-sell pattern. Reporting persons converted 82,689 LLC Units and related Class B Common Stock into the same number of Class A Common Stock, then executed open-market sales of 82,689 Class A shares at weighted average prices of $41.74 and $42.43 per share.

Context matters: one reporting person still holds 7,050,356 Class B shares directly, and the group retains large positions in LLC Units, including 1,766,355, 132,349, and 182,349 units that are each exchangeable into Class A stock. The filing also confirms these LLC Units carry a $0.00 exercise price and do not expire, providing ongoing flexibility to reclassify ownership into Class A over time.

Net, the Form 4 reflects a net-sell of 82,689 Class A shares on May 22, 2026, against a much larger continuing economic interest via Class B shares and LLC Units. Subsequent Form 4 and 13D/G filings may further detail any shifts between share classes and LLC Units.

Insider Mark & Robyn Jones Descendants Trust 2014, Jones Mark Evan, Jones Robyn Mary Elizabeth
Role null | Executive Chairman | null
Sold 82,689 shs ($3.45M)
Type Security Shares Price Value
Conversion LLC Units in Goosehead Financial, LLC 82,689 $0.00 --
Conversion Class B Common Stock 82,689 $0.00 --
Conversion Class A Common Stock 82,689 $0.00 --
Sale Class A Common Stock 79,339 $41.74 $3.31M
Sale Class A Common Stock 3,350 $42.43 $142K
holding LLC Units in Goosehead Financial, LLC -- -- --
holding LLC Units in Goosehead Financial, LLC -- -- --
holding LLC Units in Goosehead Financial, LLC -- -- --
holding Class A Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class A Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
Holdings After Transaction: LLC Units in Goosehead Financial, LLC — 7,050,356 shares (Direct, null); Class B Common Stock — 7,050,356 shares (Direct, null); Class A Common Stock — 82,689 shares (Direct, null); LLC Units in Goosehead Financial, LLC — 1,766,355 shares (Indirect, By Trust); Class B Common Stock — 1,766,355 shares (Indirect, By Trust)
Footnotes (1)
  1. Reflects shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held (a) directly by the Mark & Robyn Jones Descendants Trust 2014 and (b) indirectly by Mark Evan Jones and Robyn Mary Elizabeth Jones, who serve as trustees of the Mark & Robyn Jones Descendants Trust 2014 and whose immediate family members are beneficiaries of the Mark & Robyn Jones Descendants Trust 2014. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.12 to $42.10, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.13 to $42.57, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4. Reflects shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held directly by Mark Evan Jones, and does not reflect shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held by his spouse, Robyn Mary Elizabeth Jones, who is independently a reporting person of the issuer. Reflects shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held directly by Robyn Mary Elizabeth Jones, and does not reflect shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held by her spouse, Mark Evan Jones, who is independently a reporting person of the issuer. Reflects shares of Class B Common Stock or LLC Units, as applicable, held indirectly by Mark Evan Jones and Robyn Mary Elizabeth Jones, who serve as trustees of various trusts and whose immediate family members are beneficiaries of such trusts. Each LLC Unit, together with a share of Class B Common Stock, may be converted by the holder into one share of Class A Common Stock at any time. The LLC Units do not expire.
Class A shares sold 82,689 shares Open-market sales on May 22, 2026
Weighted average sale price 1 $41.74/share Class A sales in one transaction block
Weighted average sale price 2 $42.43/share Class A sales in second transaction block
Class B shares held 7,050,356 shares Direct holdings after transactions
Indirect LLC Units 1,766,355 units Held by trust, exchangeable into Class A
Direct LLC Units 1 132,349 units Directly held, exchangeable into Class A
Direct LLC Units 2 182,349 units Directly held, exchangeable into Class A
Exercise price of LLC Units $0.00 Per footnote, units do not expire
Class B Common Stock financial
"Reflects shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held..."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
LLC Units in Goosehead Financial, LLC financial
"security_title: "LLC Units in Goosehead Financial, LLC" with underlying Class A Common Stock"
weighted average price financial
"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions..."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
derivative conversion financial
"transaction_action: "derivative conversion" with transaction code C for conversion of derivative security"
10% owner group financial
"other: "Member of 10% owner group" for certain reporting persons"
net-sell financial
"transactionSummary shows netBuySellDirection: "net-sell" for 82,689 shares"
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*
Mark & Robyn Jones Descendants Trust 2014

(Last)(First)(Middle)
C/O GOOSEHEAD INSURANCE, INC.
1500 SOLANA BLVD., BLDG 4, STE 4500

(Street)
WESTLAKE TEXAS 76262

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Goosehead Insurance, Inc. [ GSHD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)XOther (specify below)
Member of 10% owner group
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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 B Common Stock05/22/2026C82,689D$07,050,356D(1)
Class A Common Stock05/22/2026C82,689A$082,689D(1)
Class A Common Stock05/22/2026S79,339D$41.74(2)3,350D(1)
Class A Common Stock05/22/2026S3,350D$42.43(3)0D(1)
Class A Common Stock38,851D(4)
Class B Common Stock182,349D(4)
Class A Common Stock71,565D(5)
Class B Common Stock132,349D(5)
Class B Common Stock1,766,355IBy Trust(6)
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
LLC Units in Goosehead Financial, LLC$005/22/2026C82,689 (7) (7)Class A Common Stock82,689$07,050,356D(1)
LLC Units in Goosehead Financial, LLC$0 (7) (7)Class A Common Stock182,349182,349D(4)
LLC Units in Goosehead Financial, LLC$0 (7) (7)Class A Common Stock132,349132,349D(5)
LLC Units in Goosehead Financial, LLC$0 (7) (7)Class A Common Stock1,766,3551,766,355IBy Trust(6)
1. Name and Address of Reporting Person*
Mark & Robyn Jones Descendants Trust 2014

(Last)(First)(Middle)
C/O GOOSEHEAD INSURANCE, INC.
1500 SOLANA BLVD., BLDG 4, STE 4500

(Street)
WESTLAKE TEXAS 76262

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
DirectorX10% Owner
Officer (give title below)XOther (specify below)
Member of 10% owner group
1. Name and Address of Reporting Person*
Jones Mark Evan

(Last)(First)(Middle)
C/O GOOSEHEAD INSURANCE, INC.
1500 SOLANA BLVD., BLDG 4, STE 4500

(Street)
WESTLAKE TEXAS 76262

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
XOfficer (give title below)XOther (specify below)
Executive ChairmanMember of 10% owner group
1. Name and Address of Reporting Person*
Jones Robyn Mary Elizabeth

(Last)(First)(Middle)
C/O GOOSEHEAD INSURANCE, INC.
1500 SOLANA BLVD., BLDG 4, STE 4500

(Street)
WESTLAKE TEXAS 76262

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)XOther (specify below)
Member of 10% owner group
Explanation of Responses:
1. Reflects shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held (a) directly by the Mark & Robyn Jones Descendants Trust 2014 and (b) indirectly by Mark Evan Jones and Robyn Mary Elizabeth Jones, who serve as trustees of the Mark & Robyn Jones Descendants Trust 2014 and whose immediate family members are beneficiaries of the Mark & Robyn Jones Descendants Trust 2014.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.12 to $42.10, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.13 to $42.57, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
4. Reflects shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held directly by Mark Evan Jones, and does not reflect shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held by his spouse, Robyn Mary Elizabeth Jones, who is independently a reporting person of the issuer.
5. Reflects shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held directly by Robyn Mary Elizabeth Jones, and does not reflect shares of Class A Common Stock, shares of Class B Common Stock, or LLC Units, as applicable, held by her spouse, Mark Evan Jones, who is independently a reporting person of the issuer.
6. Reflects shares of Class B Common Stock or LLC Units, as applicable, held indirectly by Mark Evan Jones and Robyn Mary Elizabeth Jones, who serve as trustees of various trusts and whose immediate family members are beneficiaries of such trusts.
7. Each LLC Unit, together with a share of Class B Common Stock, may be converted by the holder into one share of Class A Common Stock at any time. The LLC Units do not expire.
Remarks:
/s/ Martin Thornthwaite, as Attorney-in-Fact for Mark & Robyn Jones Descendants Trust 201405/22/2026
/s/ Martin Thornthwaite, as Attorney-in-Fact for Mark Evan Jones05/22/2026
/s/ Martin Thornthwaite, as Attorney-in-Fact for Robyn Mary Elizabeth Jones05/22/2026
** 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)

FAQ

What insider transactions did Goosehead Insurance (GSHD) report in this Form 4?

Goosehead Insurance insiders reported converting 82,689 LLC Units and related Class B shares into 82,689 Class A shares, then selling all 82,689 Class A shares in open-market transactions on May 22, 2026 at weighted average prices of $41.74 and $42.43 per share.

How many Goosehead Insurance (GSHD) shares were sold by insiders and at what prices?

Insiders reported open-market sales of 82,689 shares of Goosehead Insurance Class A Common Stock. The filing shows weighted average sale prices of $41.74 and $42.43 per share, with detailed price ranges between $41.12–$42.10 and $42.13–$42.57 available upon request.

Did Goosehead Insurance (GSHD) insiders retain a significant stake after these Form 4 transactions?

Yes. After the reported transactions, a reporting person still holds 7,050,356 shares of Class B Common Stock and substantial LLC Unit positions, including 1,766,355, 132,349, and 182,349 units, each exchangeable into Class A shares, indicating a continuing large economic interest in Goosehead Insurance.

What is the relationship between Goosehead Insurance (GSHD) LLC Units, Class B, and Class A shares?

Each LLC Unit, together with a share of Class B Common Stock, may be converted into one share of Class A Common Stock at any time. The Form 4 notes that the LLC Units do not expire, allowing ongoing flexibility to switch economic exposure into Class A shares.

Who are the reporting persons in the Goosehead Insurance (GSHD) Form 4 filing?

The Form 4 lists the Mark & Robyn Jones Descendants Trust 2014, Mark Evan Jones and Robyn Mary Elizabeth Jones as reporting persons. Mark Evan Jones is Executive Chairman and a director, and both Mark and Robyn Jones are identified as members of a 10% owner group.

What does the net-sell direction mean in Goosehead Insurance (GSHD) insider activity?

The transaction summary shows a net-sell of 82,689 shares. This reflects that 82,689 Class A shares were sold in the open market after being received through derivative conversions, even though the reporting persons retained large holdings of Class B shares and LLC Units.