Wagner Scott 4

What Happened

• Scott Wagner, a director of GoodRx Holdings, Inc. (GDRX), was granted 73,434 restricted stock units (RSUs) on 2026-06-16. The grant was reported at $0.00 per unit (no cash paid); immediate reported value $0. This is an award/grant (transaction code A), not an open-market purchase or sale. Each RSU is a contingent right to one share of Class A common stock uponvesting.

Key Details

• Transaction date: 2026-06-16; Form 4 filed: 2026-06-17 (timely filing).
• Grant: 73,434 RSUs at $0.00 per unit (transaction code A — award).
• Vesting (footnote F1): RSUs vest in full on the earlier of (i) the one‑year anniversary of June 16, 2026 (i.e., June 16, 2027) or (ii) the date of the 2027 Annual Meeting of Stockholders, subject to continued service.
• Shares owned after transaction: Total post-transaction beneficial ownership is not specified in the filing. Footnote F2 notes shares are held directly by the Wagner Family Trust; the reporting person and spouse are trustees and beneficiaries.
• No tax withholding, cashless exercise, or 10b5-1 plan disclosed.

Context

• RSUs are restricted awards that convert to actual shares only upon vesting and are commonly used as director/employee compensation; they are not an immediate market purchase and don't by themselves indicate insider buy/sell sentiment. This grant increases potential future share issuance for the reporting person if vesting conditions are met.