Goosehead (GSHD) insiders convert units, sell Class A shares at ~$87–$89

Rhea-AI Filing Summary

Insiders from the Mark & Robyn Jones family reported multiple equity transactions in Goosehead Insurance, Inc. (GSHD). The Mark & Robyn Jones Descendants Trust 2014, and trustees Mark Evan Jones and Robyn Mary Elizabeth Jones, recorded conversions of Class B/LLC units into Class A common stock on 08/14/2025 and 08/15/2025 and several sales of Class A shares on those dates. Conversion entries (code C) include 21,391 Class A shares on 08/14/2025 and 600 Class A shares on 08/15/2025. Sales (code S) on 08/14/2025 totaled 21,391 Class A shares sold in multiple tranches at weighted-average prices reported as $87.38, $88.55 and $89.29; an additional 600 Class A shares were sold on 08/15/2025 at a weighted-average price of $87.01. The filing discloses remaining beneficial holdings and indirect trust holdings, including large Class B/LLC unit positions held indirectly by trust arrangements.

Positive

• Detailed disclosure of transactions, including transaction codes, dates, share counts, and weighted-average prices
• Clear identification of reporting persons and their roles as trustees, directors, and 10% owners
• Footnotes commit to provide per-price breakdowns for weighted-average sales prices upon request

Negative

• Insiders sold Class A shares shortly after converting units, reducing direct Class A holdings reported
• Weighted-average prices used rather than per-trade prices in the main table (requires follow-up for exact allocations)

Insights

Securities Analyst

TL;DR: Significant insider conversions and timed sales by trust-affiliated insiders, with weighted-average sale prices disclosed across multiple tranches.

The Form 4 shows the Mark & Robyn Jones Descendants Trust 2014 and its trustees executed conversions of Class B/LLC units into Class A shares and sold Class A shares across 08/14/2025 and 08/15/2025. The sale transactions are reported with weighted-average prices for multiple tranches: $87.38, $88.55, $89.29, and $87.01. Conversions increased Class A share counts reported following the transactions. These entries are routine disclosures of insider liquidity from trust-held units converted into tradable Class A stock and then partially sold; the filing supplies the detailed share counts and price ranges necessary for transactional transparency.

Corporate Governance Expert

TL;DR: Trustees disclosed conversions and sales; filings identify direct and indirect holdings and commit to provide per-price breakdowns on request.

The filing clearly identifies reporting persons (the Descendants Trust and trustees Mark Evan Jones and Robyn Mary Elizabeth Jones), their roles (directors, 10% owners, officer titles), and the nature of indirect ownership through trusts. Footnotes state weighted-average pricing and the reporting person’s willingness to provide full per-price allocation on request, which enhances compliance transparency. The filing also documents signatures by an attorney-in-fact, indicating proper execution procedures.

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

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OMB Number:			3235-0287
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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 TX 76262

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Goosehead Insurance, Inc. [ GSHD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Member of 10% owner group

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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 B Common Stock	08/14/2025		C		21,391	D	$0	7,214,972	D(1)
Class A Common Stock	08/14/2025		C		21,391	A	$0	21,391	D(1)
Class A Common Stock	08/14/2025		S		17,831	D	$87.38(2)	3,560	D(1)
Class A Common Stock	08/14/2025		S		2,860	D	$88.55(3)	700	D(1)
Class A Common Stock	08/14/2025		S		700	D	$89.29(4)	0	D(1)
Class B Common Stock	08/15/2025		C		600	D	$0	7,214,372	D(1)
Class A Common Stock	08/15/2025		C		600	A	$0	600	D(1)
Class A Common Stock	08/15/2025		S		600	D	$87.01(5)	0	D(1)
Class A Common Stock								38,851	D(6)
Class B Common Stock								182,349	D(6)
Class A Common Stock								71,565	D(7)
Class B Common Stock								132,349	D(7)
Class B Common Stock								1,766,355	I	By Trust(8)

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
LLC Units in Goosehead Financial, LLC	$0	08/14/2025		C			21,391	(9)	(9)	Class A Common Stock	21,391	$0	7,214,972	D(1)
LLC Units in Goosehead Financial, LLC	$0	08/15/2025		C			600	(9)	(9)	Class A Common Stock	600	$0	7,214,372	D(1)
LLC Units in Goosehead Financial, LLC	$0							(9)	(9)	Class A Common Stock	182,349		182,349	D(6)
LLC Units in Goosehead Financial, LLC	$0							(9)	(9)	Class A Common Stock	132,349		132,349	D(7)
LLC Units in Goosehead Financial, LLC	$0							(9)	(9)	Class A Common Stock	1,766,355		1,766,355	I	By Trust(8)

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 TX 76262

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)	X	Other (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 TX 76262

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)	X	Other (specify below)
	Executive Chairman		Member 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 TX 76262

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
	Officer (give title below)	X	Other (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 $87.00 to $87.93, 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 $88.02 to $89.01, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.02 to $89.75, 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.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.00 to $87.04, 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.

6. 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.

7. 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.

8. 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.

9. 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/ John O'Connor, as Attorney-in-Fact for Mark Evan Jones	08/18/2025
	/s/ John O'Connor, as Attorney-in-Fact for Robyn Mary Elizabeth Jones	08/18/2025
	/s/ John O'Connor, as Attorney-in-Fact for Mark & Robyn Jones Descendants Trust 2014	08/18/2025
	** 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).
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FAQ

What transactions did insiders report for GSHD on 08/14/2025 and 08/15/2025?

Conversions and sales: Conversions of LLC/Class B units into Class A shares (21,391 on 08/14 and 600 on 08/15) and sales of Class A shares (21,391 sold on 08/14 across tranches and 600 sold on 08/15).

Who are the reporting persons on this Form 4 for GSHD?

Reporting persons: Mark & Robyn Jones Descendants Trust 2014; trustees Mark Evan Jones and Robyn Mary Elizabeth Jones (each identified as director and 10% owner).

At what prices were the Class A shares sold according to the Form 4?

Weighted-average prices reported: $87.38, $88.55, $89.29 (08/14 tranches) and $87.01 (08/15 tranche); footnotes state these are ranges of multiple transaction prices.

Does the Form 4 show remaining insider holdings after the transactions?

Yes: The filing lists post-transaction beneficial ownership counts for Class A and Class B shares and LLC units, and notes indirect holdings held by trusts.

Will detailed per-trade price information be provided?

Yes: Footnotes state the reporting person will provide full information regarding the number of shares sold at each separate price within the disclosed ranges upon request.