8-KFiled Aug 4, 8:00 PM ET

GoodRx Holdings CFO Transition; Justin Fengler Appointed

$GDRX · GoodRx Holdings, Inc.

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GoodRx Holdings CFO Transition; Justin Fengler Appointed

What Happened
GoodRx Holdings, Inc. filed an 8‑K (Item 5.02) reporting that Christopher McGinnis will transition out of his role as Chief Financial Officer & Treasurer effective 11:59 p.m. ET on August 5, 2026. On August 2, 2026 the Board appointed Justin Fengler (age 38), currently Chief Strategy & Operations Officer, to serve as CFO & Treasurer and designated him principal financial officer effective August 6, 2026. The filing states McGinnis’s departure is not due to any disagreement with the company.

Key Details

  • Justin Fengler has been with GoodRx since 2016 and served as Chief Strategy & Operations Officer since September 2025; he will continue to oversee strategy and operations while serving as CFO.
  • Compensation tied to the appointment: a restricted stock unit (RSU) award valued at $600,000 and a performance stock unit (PSU) award valued at $600,000, expected to be granted on the first trading day of the first open trading window after the effective date; share counts set by the trailing 30‑day closing price.
  • RSU vesting: ratably quarterly over 12 quarters (first vesting Nov 15, 2026). PSU vesting: in three equal installments (one‑third eligible Mar 3, 2027 and on the next two anniversaries) subject to fiscal 2026 performance goals and continued employment.
  • One‑time cash payment of $100,000 to Mr. Fengler and designation as a Tier 1 participant in the Company’s Executive Severance Plan. McGinnis is expected to enter a Separation Agreement providing Tier I severance, a release of claims, a non‑disparagement clause, and continued obligations under confidentiality and IP assignment agreements.

Why It Matters
This 8‑K notifies investors of an immediate senior finance leadership change at GoodRx and the dual role Justin Fengler will hold (CFO plus strategy/operations). The filing outlines the financial incentives and severance arrangements tied to the transition, which affect executive compensation expense and governance continuity. There are no reported disagreements with management regarding McGinnis’s departure.