GoodRx Holdings, Inc 10-Q for FY2025 Q3

GoodRx Holdings, Inc. (GDRX)

10-Q 2025-11-04 For: 2025-09-30

Added on April 10, 2026

About this 10-Q

GoodRx Holdings, Inc filed this 10-Q on November 4, 2025, covering the quarter ended September 30, 2025 (FY2025 Q3).

Headline figures

Quarter ended September 30, 2025, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $196.03M; up 0.4% from $195.25M a year earlier
Net income: $1.12M; down 71.8% from net income of $3.97M a year earlier
Diluted EPS: $0.00; compared with $0.01 a year earlier

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Delaware	47-5104396
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

2701 Olympic Boulevard Santa Monica, CA	90404
(Address of principal executive offices)	(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, $0.0001 par value per share	GDRX	The Nasdaq Stock Market LLC


Large accelerated filer	o	Accelerated filer	x

Non-accelerated filer	o	Smaller reporting company	o

Emerging growth company	o


		Page

PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements	1
	Condensed Consolidated Balance Sheets	1
	Condensed Consolidated Statements of Operations	2
	Condensed Consolidated Statements of Stockholders’ Equity	3
	Condensed Consolidated Statements of Cash Flows	5
	Notes to Condensed Consolidated Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	24
Item 4.	Controls and Procedures	24

PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	26
Item 1A.	Risk Factors	26
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28
Item 3.	Defaults Upon Senior Securities	28
Item 4.	Mine Safety Disclosures	28
Item 5.	Other Information	29
Item 6.	Exhibits	30
	Signatures	31


(in thousands, except par values)	September 30, 2025	December 31, 2024
Assets
Current assets
Cash and cash equivalents	$273,529	$448,346
Accounts receivable, net	203,738	145,934
Prepaid expenses and other current assets	88,248	64,975
Total current assets	565,515	659,255
Property and equipment, net	11,276	12,664
Goodwill	421,719	410,769
Intangible assets, net	62,773	52,102
Capitalized software, net	142,118	124,781
Operating lease right-of-use assets, net	29,694	27,794
Deferred tax assets, net	69,093	77,182
Other assets	23,319	23,520
Total assets	$1,325,507	$1,388,067
Liabilities and stockholders' equity
Current liabilities
Accounts payable	$28,725	$14,137
Accrued expenses and other current liabilities	143,372	99,130
Current portion of debt	5,000	5,000
Operating lease liabilities, current	4,761	5,636
Total current liabilities	181,858	123,903
Debt, net	484,114	486,711
Operating lease liabilities, net of current portion	51,260	46,040
Other liabilities	7,563	6,755
Total liabilities	724,795	663,409
Commitments and contingencies (Note 8)
Stockholders' equity
Preferred stock, $0.0001 par value; 50,000 shares authorized and nil shares issued and outstanding at September 30, 2025 and December 31, 2024	—	—
Common stock, $0.0001 par value; Class A: 2,000,000 shares authorized, 98,304 and 105,946 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively; and Class B: 1,000,000 shares authorized, 242,869 and 276,869 shares issued and outstanding at September 30, 2025 and December 31, 2024	34	38
Additional paid-in capital	2,016,677	2,165,633
Accumulated deficit	(1,415,999)	(1,441,013)
Total stockholders' equity	600,712	724,658
Total liabilities and stockholders' equity	$1,325,507	$1,388,067


x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Three Months Ended September 30,		Nine Months Ended September 30,
(in thousands, except for per share amounts)	2025	2024	2025	2024
Revenue	$196,028	$195,251	$602,068	$593,741
Costs and operating expenses:
Cost of revenue, exclusive of depreciation and amortization presented separately below	13,419	11,684	40,133	36,022
Product development and technology	31,012	30,139	92,087	92,010
Sales and marketing	83,532	89,867	252,944	273,285
General and administrative	32,014	25,619	90,023	94,316
Depreciation and amortization	21,431	17,535	62,072	50,442
Total costs and operating expenses	181,408	174,844	537,259	546,075
Operating income	14,620	20,407	64,809	47,666
Other expense, net:
Other (expense) income	—	(2,660)	694	(2,660)
Loss on extinguishment of debt	—	(2,077)	—	(2,077)
Interest income	2,309	4,797	9,044	18,686
Interest expense	(10,829)	(12,355)	(32,202)	(41,564)
Total other expense, net	(8,520)	(12,295)	(22,464)	(27,615)
Income before income taxes	6,100	8,112	42,345	20,051
Income tax expense	(4,981)	(4,147)	(17,331)	(10,401)
Net income	$1,119	$3,965	$25,014	$9,650
Earnings per share:
Basic	$0.00	$0.01	$0.07	$0.03
Diluted	$0.00	$0.01	$0.07	$0.02
Weighted average shares used in computing earnings per share:
Basic	346,776	379,667	360,746	385,553
Diluted	347,810	388,504	361,423	393,477

Stock-based compensation included in costs and operating expenses:
Cost of revenue	$86	$86	$308	$226
Product development and technology	5,050	6,384	17,043	18,491
Sales and marketing	4,456	9,725	16,267	27,248
General and administrative	8,526	10,186	25,089	32,102


	Class A and Class B Common Stock		Additional Paid-in Capital	Accumulated Deficit	Total Stockholders' Equity
(in thousands)	Shares	Amount	Additional Paid-in Capital	Accumulated Deficit	Total Stockholders' Equity
Balance at December 31, 2024	382,815	$38	$2,165,633	$(1,441,013)	$724,658
Stock options exercised	4	—	2	—	2
Stock-based compensation	—	—	23,312	—	23,312
Vesting and settlement of restricted stock units	2,136	—	—	—	—
Common stock withheld related to net share settlement	(802)	—	(3,757)	—	(3,757)
Repurchases of Class A common stock (1)	(23,340)	(2)	(100,918)	—	(100,920)
Net income	—	—	—	11,052	11,052
Balance at March 31, 2025	360,813	$36	$2,084,272	$(1,429,961)	$654,347
Stock options exercised	2	—	1	—	1
Stock-based compensation	—	—	25,880	—	25,880
Vesting and settlement of restricted stock units	3,014	—	—	—	—
Common stock withheld related to net share settlement	(1,056)	—	(4,548)	—	(4,548)
Repurchases of Class A common stock	(10,224)	(1)	(46,351)	—	(46,352)
Issuance of common stock through employee stock purchase plan	222	—	860	—	860
Net income	—	—	—	12,843	12,843
Balance at June 30, 2025	352,771	$35	$2,060,114	$(1,417,118)	$643,031
Stock options exercised	35	—	58	—	58
Stock-based compensation	—	—	21,660	—	21,660
Vesting and settlement of restricted stock units	2,648	—	—	—	—
Common stock withheld related to net share settlement	(922)	—	(3,567)	—	(3,567)
Repurchases of Class A common stock	(13,359)	(1)	(61,588)	—	(61,589)
Net income	—	—	—	1,119	1,119
Balance at September 30, 2025	341,173	$34	$2,016,677	$(1,415,999)	$600,712


	Three Months Ended September 30,		Nine Months Ended September 30,
(in thousands, except per share amounts)	2025	2024	2025	2024
Numerator:
Net income	$1,119	$3,965	$25,014	$9,650
Denominator:
Weighted average shares - basic	346,776	379,667	360,746	385,553
Dilutive impact of stock options and restricted stock units	1,034	8,837	677	7,924
Weighted average shares - diluted	347,810	388,504	361,423	393,477
Earnings per share:
Basic	$0.00	$0.01	$0.07	$0.03
Diluted	$0.00	$0.01	$0.07	$0.02


	Three Months Ended
(in millions)	September 30, 2025	June 30, 2025	March 31, 2025	December 31, 2024	September 30, 2024	June 30, 2024	March 31, 2024
Monthly Active Consumers	5.4	5.7	6.4	6.6	6.5	6.6	6.7


	As of
(in thousands)	September 30, 2025	June 30, 2025	March 31, 2025	December 31, 2024	September 30, 2024	June 30, 2024	March 31, 2024
Subscription plans	671	668	680	684	701	696	778


	Three Months Ended September 30,		Nine Months Ended September 30,
(dollars in thousands)	2025	2024	2025	2024
Net income	$1,119	$3,965	$25,014	$9,650
Adjusted to exclude the following:
Interest income	(2,309)	(4,797)	(9,044)	(18,686)
Interest expense	10,829	12,355	32,202	41,564
Income tax expense	4,981	4,147	17,331	10,401
Depreciation and amortization	21,431	17,535	62,072	50,442
Other expense (income)	—	2,660	(694)	2,660
Loss on extinguishment of debt	—	2,077	—	2,077
Financing related expenses (1)	—	66	—	898
Acquisition related expenses (2)	776	65	802	413
Restructuring related expenses (3)	5,526	—	7,291	441
Legal settlement expenses (4)	5,500	—	5,855	13,000
Stock-based compensation expense	18,118	26,381	58,707	78,067
Payroll tax expense related to stock-based compensation	313	510	1,547	2,236
Loss on operating lease asset (5)	—	—	4,409	—
Adjusted EBITDA	$66,284	$64,964	$205,492	$193,163

Revenue	$196,028	$195,251	$602,068	$593,741
Net income margin	0.6%	2.0%	4.2%	1.6%
Adjusted EBITDA Margin	33.8%	33.3%	34.1%	32.5%


(dollars in thousands)	Three Months Ended September 30, 2025	% of Total Revenue	Three Months Ended September 30, 2024	% of Total Revenue	Change ($)	Change (%)
Revenue:
Prescription transactions revenue	$127,294	65%	$140,419	72%	$(13,125)	(9%)
Subscription revenue	20,724	11%	21,306	11%	(582)	(3%)
Pharma manufacturer solutions revenue	43,372	22%	28,136	14%	15,236	54%
Other revenue	4,638	2%	5,390	3%	(752)	(14%)
Total revenue	196,028		195,251
Costs and operating expenses:
Cost of revenue, exclusive of depreciation and amortization presented separately below	13,419	7%	11,684	6%	1,735	15%
Product development and technology	31,012	16%	30,139	15%	873	3%
Sales and marketing	83,532	43%	89,867	46%	(6,335)	(7%)
General and administrative	32,014	16%	25,619	13%	6,395	25%
Depreciation and amortization	21,431	11%	17,535	9%	3,896	22%
Total costs and operating expenses	181,408		174,844
Operating income	14,620		20,407
Other expense, net:
Other expense	—	0%	(2,660)	1%	2,660	n/m
Loss on extinguishment of debt	—	0%	(2,077)	1%	2,077	n/m
Interest income	2,309	1%	4,797	2%	(2,488)	(52%)
Interest expense	(10,829)	6%	(12,355)	6%	1,526	(12%)
Total other expense, net	(8,520)		(12,295)
Income before income taxes	6,100		8,112
Income tax expense	(4,981)	3%	(4,147)	2%	(834)	20%
Net income	$1,119		$3,965


(dollars in thousands)	Nine Months Ended September 30, 2025	% of Total Revenue	Nine Months Ended September 30, 2024	% of Total Revenue	Change ($)	Change (%)
Revenue:
Prescription transactions revenue	$419,281	70%	$432,562	73%	$(13,281)	(3%)
Subscription revenue	62,264	10%	65,860	11%	(3,596)	(5%)
Pharma manufacturer solutions revenue	107,001	18%	79,149	13%	27,852	35%
Other revenue	13,522	2%	16,170	3%	(2,648)	(16%)
Total revenue	602,068		593,741
Costs and operating expenses:
Cost of revenue, exclusive of depreciation and amortization presented separately below	40,133	7%	36,022	6%	4,111	11%
Product development and technology	92,087	15%	92,010	15%	77	0%
Sales and marketing	252,944	42%	273,285	46%	(20,341)	(7%)
General and administrative	90,023	15%	94,316	16%	(4,293)	(5%)
Depreciation and amortization	62,072	10%	50,442	8%	11,630	23%
Total costs and operating expenses	537,259		546,075
Operating income	64,809		47,666
Other expense, net:
Other income (expense)	694	0%	(2,660)	0%	3,354	(126%)
Loss on extinguishment of debt	—	0%	(2,077)	0%	2,077	n/m
Interest income	9,044	2%	18,686	3%	(9,642)	(52%)
Interest expense	(32,202)	5%	(41,564)	7%	9,362	(23%)
Total other expense, net	(22,464)		(27,615)
Income before income taxes	42,345		20,051
Income tax expense	(17,331)	3%	(10,401)	2%	(6,930)	67%
Net income	$25,014		$9,650


(in thousands)	September 30, 2025	December 31, 2024
Principal balance under 2024 Term Loan Facility	$496,250	$500,000
Less: Unamortized debt issuance costs and discounts	(7,136)	(8,289)
	$489,114	$491,711


Period	Total Number of Shares Repurchased (1)	Average Price Paid per Share (2)	Total Number of Shares Repurchased as Part of Publicly Announced Program (1)	Approximate Dollar Value of Shares that May Yet Be Repurchased Under the Program (in thousands)
July 1 - 31	5,730,536	$4.92	5,730,536	$114,825
August 1 - 31	2,877,972	$4.65	2,877,972	$101,455
September 1 - 30	4,750,659	$4.21	4,750,659	$81,435
Total	13,359,167		13,359,167


	GOODRX HOLDINGS, INC.

Date: November 4, 2025	By:	/s/ Wendy Barnes
		Wendy Barnes
		Chief Executive Officer & President
		(Principal Executive Officer)

Date: November 4, 2025	By:	/s/ Christopher McGinnis
		Christopher McGinnis
		Chief Financial Officer & Treasurer
		(Principal Financial Officer)

Date: November 4, 2025	By:	/s/ Romin Nabiey
		Romin Nabiey
		Chief Accounting Officer
		(Principal Accounting Officer)


Participant:	[To be specified]
Grant Date:	[To be specified]
Exercise Price per Share:	[To be specified]
Shares Subject to the Option:	[To be specified]
Final Expiration Date:	[To be specified]
Vesting Commencement Date:	[To be specified]
Vesting Schedule:	[To be specified]
Type of Option	[To be specified]


GOODRX HOLDINGS, INC.			PARTICIPANT
By:
Name:			[Participant Name]
Title: