SEC Form 4 · accession 0001193125-26-361608
GoodRx Holdings, Inc. · GDRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Francisco Partners Management, LP
10% Owner
FRANCISCO PARTNERS IV, L.P.
10% Owner
FRANCISCO PARTNERS IV-A, L.P.
10% Owner
Francisco Partners GP IV, L.P.
10% Owner
Period of report
Aug 19, 2026
Accepted (ET)
Aug 21, 2026 · 9:38 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001809519
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Aug 19, 2026 | C | 4,995,903 | — | A | 4,995,903 | I | By Francisco Partners IV, L.P. |
| Class A Common StockF1,F2 | Aug 19, 2026 | C | 2,504,097 | — | A | 2,504,097 | I | By Francisco Partners IV-A, L.P. |
| Class A Common StockF2 | Aug 19, 2026 | J | 3,596,648 | $0.00 | D | 1,399,255 | I | By Francisco Partners IV, L.P. |
| Class A Common StockF2 | Aug 19, 2026 | J | 1,142,357 | $0.00 | D | 1,361,740 | I | By Francisco Partners IV-A, L.P. |
| Class A Common StockF5,F2 | Aug 19, 2026 | S | 237,671 | $3.5299 | D | 1,161,584 | I | By Francisco Partners IV, L.P. |
| Class A Common StockF5,F2 | Aug 19, 2026 | S | 234,304 | $3.5299 | D | 1,127,436 | I | By Francisco Partners IV-A, L.P. |
| Class A Common StockF6,F2 | Aug 20, 2026 | S | 233,415 | $3.5205 | D | 928,169 | I | By Francisco Partners IV, L.P. |
| Class A Common StockF6,F2 | Aug 20, 2026 | S | 213,844 | $3.5205 | D | 913,592 | I | By Francisco Partners IV-A, L.P. |
| Class A Common StockF7,F2 | Aug 21, 2026 | S | 138,338 | $3.4968 | D | 789,831 | I | By Francisco Partners IV, L.P. |
| Class A Common StockF7,F2 | Aug 21, 2026 | S | 136,379 | $3.4968 | D | 777,213 | I | By Francisco Partners IV-A, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F2 | — | Aug 19, 2026 | C | 4,995,903 | D | — | — | Class A Common Stock | 4,995,903 | 35,023,391 | I |
| Class B Common StockF1,F2 | — | Aug 19, 2026 | C | 2,504,097 | D | — | — | Class A Common Stock | 2,504,097 | 17,554,793 | I |
Explanation of responses
- F1Represents the conversion of Class B Common Stock ("Class B Shares") into shares of Class A Common Stock (the "Class A Shares") on a one-for-one basis.
- F2Francisco Partners GP IV, L.P. is the general partner of each of Francisco Partners IV, L.P. and Francisco Partners IV-A, L.P. Francisco Partners GP IV Management Limited is the general partner of Francisco Partners GP IV, L.P. Francisco Partners Management, L.P. serves as the investment manager for each of Francisco Partners IV, L.P. and Francisco Partners IV-A, L.P. Voting and disposition decisions at Francisco Partners Management, L.P. with respect to the shares of Class B common stock held by Francisco Partners IV, L.P. and Francisco Partners IV-A, L.P. are made by an investment committee. Each of Francisco Partners Management, L.P., Francisco Partners GP IV Management Limited, and Francisco Partners GP IV, L.P. may be deemed to share voting and dispositive power over the shares of Class B common stock held, but disclaims beneficial ownership.
- F3Francisco Partners IV, L.P. made a pro rata distribution of 3,596,648 shares of Class A Shares to its general partner and limited partners for no consideration on August 19, 2026.
- F4Francisco Partners IV-A, L.P. made a pro rata distribution of 1,142,357 shares of Class A Shares to its general partner and limited partners for no consideration on August 19, 2026.
- F5The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions on 8/19/2026 at prices ranging from $3.465 to $3.59 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder, 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.
- F6The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions on 8/20/2026 at prices ranging from $3.465 to $3.59 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder, 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.
- F7The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions on 8/21/2026 at prices ranging from $3.445 to $3.565 per share, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder, 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.