Goodrx Holdings, Inc. 8-K Filing

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Key Financial Figures

• $0.0001 — hich registered Class A Common Stock, $0.0001 par value per share GDRX The Nasda
• $2,000,000 — sh retention bonuses in the amounts of $2,000,000 and $1,000,000, respectively (the "Rete
• $1,000,000 — onuses in the amounts of $2,000,000 and $1,000,000, respectively (the "Retention Bonuses")

Filing Documents

• gdrx-20251209.htm (8-K) — 57KB
• ex101goodrx-retentionbonus.htm (EX-10.1) — 71KB
• ex102goodrx-retentionbonus.htm (EX-10.2) — 70KB
• image_1.jpg (GRAPHIC) — 33KB
• image_11a.jpg (GRAPHIC) — 33KB
• 0001809519-25-000156.txt ( ) — 421KB
• gdrx-20251209.xsd (EX-101.SCH) — 2KB
• gdrx-20251209_lab.xml (EX-101.LAB) — 21KB
• gdrx-20251209_pre.xml (EX-101.PRE) — 12KB
• gdrx-20251209_htm.xml (XML) — 3KB

02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On December 9, 2025, the Board of Directors of GoodRx Holdings, Inc. (the "Company") approved the entry by GoodRx, Inc. (a subsidiary of the Company) into retention bonus letter agreements (the "Retention Bonus Agreements") with each of Wendy Barnes, Chief Executive Officer and President of the Company, and Chris McGinnis, Chief Financial Officer and Treasurer of the Company. The Retention Bonus Agreements were entered into on December 9, 2025. Pursuant to their respective Retention Bonus Agreements, Ms. Barnes and Mr. McGinnis are eligible to receive cash retention bonuses in the amounts of $2,000,000 and $1,000,000, respectively (the "Retention Bonuses"), payable within 15 days following the execution of their respective Retention Bonus Agreements. The Retention Bonuses are subject to repayment if the executive's employment is terminated either (a) by the executive without "good reason" or (b) by the Company for "cause" (each, as defined in the Retention Bonus Agreements), as follows: (i) one hundred percent (100%) of the after-tax amount of the Retention Bonus if such termination occurs on or prior to December 31, 2026 or (ii) fifty percent (50%) of the after-tax amount of the Retention Bonus if such termination occurs on or after January 1, 2027 but prior to December 31, 2027. Under the Retention Bonus Agreements, Ms. Barnes and Mr. McGinnis shall not receive any payment under the Company's 2025 executive bonus plan or any Company annual cash incentive or discretionary bonus program applicable to all or a portion of 2025. The foregoing description of the Retention Bonus Agreements does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Retention Bonus Agreements, copies of which are filed as Exhibit 10.1 and Exhibit 10.2 hereto and incorpor

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits . The following exhibits are included with this Current Report on Form 8-K: 10.1 Letter Agreement, by and between GoodRx, Inc. and Ms. Barnes, dated December 9, 2025 10.2 Letter Agreement, by and between GoodRx, Inc. and Mr. McGinnis, dated December 9, 2025 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GOODRX HOLDINGS, INC. Date: December 12, 2025 By: /s/ Romin Nabiey Name: Romin Nabiey Title: Chief Accounting Officer

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