SEC Form 4 · accession 0001726978-19-000042
Goosehead Insurance, Inc. · GSHD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Patrick Ryan Langston
Officer — VP and General Counsel
Period of report
Feb 14, 2019
Accepted (ET)
Feb 15, 2019 · 4:57 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001726978
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F2 | Feb 14, 2019 | C | 15,000 | $0.00 | D | 92,160 | D | |
| Class A Common Stock | Feb 14, 2019 | C | 15,000 | $0.00 | A | 52,137 | D | |
| Class A Common StockF3 | Feb 14, 2019 | S | 15,000 | $31.1043 | D | 37,137 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LLC Units in Goosehead Financial, LLCF4 | $0.00 | Feb 14, 2019 | C | 15,000 | D | — | — | Class A Common Stock | 15,000 | 92,160 | D |
Explanation of responses
- F1Includes 107,160 shares of Class B Common Stock or LLC Units, as applicable, as a pro rata distribution from Texas Wasatch Insurance Partners, LP.
- F2These securities do not include and the reporting person disclaims beneficial ownership of (i) 498,557 shares of Class B Common Stock held directly by the reporting person's wife (a member of a 10% owner group of the issuer) and (ii) 297,734 shares of Class B Common Stock held by the Lindy Jean Langston Family Trust 2014, of which the reporting person's wife is the beneficiary.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.00 to $31.27, 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.
- F4Each 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
The sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.