Item 5.07. Submission of Matters to a Vote of Security Holders
On June 3, 2025, GoodRx Holdings, Inc. (the “Company”) held its Annual Meeting of Stockholders. Holders of the
Company’s Class A common stock were entitled to one vote per share held as of the close of business on April 9, 2025 (the
“Record Date”) and holders of the Company’s Class B common stock were entitled to ten votes per share held as of the
Record Date. A total of 89,529,900 shares of the Company’s Class A common stock and 256,869,320 shares of the
Company’s Class B common stock were present in person or represented by proxy at the meeting, representing
approximately 99.5% of the combined voting power of the Company’s Class A and Class B common stock as of the Record
Date. The following are the final voting results for the proposals considered and voted upon at the meeting, each of which
were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April
23, 2025.
Item 1 — Election of three Class II directors for a term of office expiring on the date of the Annual Meeting of
Stockholders to be held in 2028 and until their respective successors have been duly elected and qualified or until their
respective earlier death, resignation or removal.
Item 2 — Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered
public accounting firm for the fiscal year ending December 31, 2025.
Item 3 — Approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive
officers.
Based on the foregoing votes, the Company’s stockholders (i) elected Christopher Adams, Trevor Bezdek and Scott
Wagner as Class II directors; (ii) ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent
registered public accounting firm for the fiscal year ending December 31, 2025; and (iii) approved, on an advisory (non-
binding) basis, the compensation of the Company’s named executive officers.
