Goosehead Insurance Files 8-K on Material Agreements

TL;DR

GOOSEHEAD INSURANCE (GSHD) FILED AN 8-K ON JAN 8TH - MATERIAL AGREEMENTS AND FINANCIAL OBLIGATIONS REPORTED.

AI Summary

On January 8, 2025, Goosehead Insurance, Inc. entered into a material definitive agreement related to financial obligations. The company also reported other events and filed financial statements and exhibits as part of this 8-K filing.

Why It Matters

This filing indicates significant financial activity or agreements for Goosehead Insurance, which could impact its financial obligations and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements and financial obligations can introduce new risks or alter existing ones for a company.

Key Players & Entities

• Goosehead Insurance, Inc. (company) — Registrant
• January 8, 2025 (date) — Date of earliest event reported
• 0001726978-25-000008 (other) — Accession Number

FAQ

Key Financial Figures

• $300 million — ative agent, providing for an aggregate $300 million term notes payable (the "Initial Term L
• $75 million — s payable (the "Initial Term Loan") and $75 million revolving credit facility (the "Revolvi
• $175 million — ings declared a special distribution of $175 million payable in cash on January 31, 2025 to
• $5.91 — red a one-time special cash dividend of $5.91 per share on the Company's outstanding

Filing Documents

• gshd-20250108.htm (8-K) — 35KB
• pressrelease1102025.htm (EX-99.1) — 10KB
• 0001726978-25-000008.txt ( ) — 174KB
• gshd-20250108.xsd (EX-101.SCH) — 2KB
• gshd-20250108_lab.xml (EX-101.LAB) — 22KB
• gshd-20250108_pre.xml (EX-101.PRE) — 13KB
• gshd-20250108_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On January 8, 2025, Goosehead Insurance Holdings, LLC ("Borrower") entered into a Credit Agreement (the "Credit Agreement") with Goosehead Financial, LLC ("Holdings") and certain subsidiary guarantors named therein (collectively with Borrower and Holdings, the "Loan Parties"), certain lender parties named therein, and JPMorgan Chase Bank, N.A. ("JPM"), as administrative agent, providing for an aggregate $300 million term notes payable (the "Initial Term Loan") and $75 million revolving credit facility (the "Revolving Credit Facility"). The Initial Term Loan matures on January 8, 2032 and the Revolving Credit Facility matures on January 8, 2030. The Credit Agreement replaces the Second Amended and Restated Credit Agreement, dated July 21, 2021, by and among Borrower, Holdings, certain lenders and issuing banks party thereto from time to time, JPM, as administrative agent, and each of the other parties thereto, which was repaid with the proceeds of the Initial Term Loan and terminated. Loans under the Credit Agreement will bear interest (i) with respect to each ABR Borrowing (as defined in the Credit Agreement), at a rate per annum equal to the greatest of (a) the prime rate in effect on such day, (b) the Federal Reserve Bank of New York rate in effect on such day plus of 1%, and (c) the term SOFR rate for a one-month interest period plus 1% (collectively, the "Alternative Base Rate") plus a margin (ii) with respect to each Term Benchmark Borrowing (as defined in the Credit Agreement), at the term SOFR rate for the elected interest period of either one, three or six months, plus a margin and (iii) with respect to each RFR Loan (as defined in the Credit Agreement), at a rate per annum equal to the Daily Simple SOFR plus a margin. Borrower is permitted to voluntarily prepay amounts outstanding under the Credit Agreement at any time without premium or penalty, subject to certain exceptions under the Credit Agr

01 Other Events

Item 8.01 Other Events. On January 10, 2025, the Company announced that on January 9, 2025, Holdings declared a special distribution of $175 million payable in cash on January 31, 2025 to holders of record of Holdings' LLC Units, including the Company, as of the close of business on January 21, 2025. On January 10, 2025, the Company also announced that on January 9, 2025, its board of directors declared a one-time special cash dividend of $5.91 per share on the Company's outstanding Class A common stock. The dividend will be payable in cash on January 31, 2025 to shareholders of record as of the close of business on January 21, 2025.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release dated January 10, 2025 104 Cover Page Interactive Date File (embedded with the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GOOSEHEAD INSURANCE, INC. Date: January 10, 2025 By: /s/ Mark K. Miller Mark K. Miller President and Chief Executive Officer