SCHEDULE: Spectrum Equity Fully Divests GoodRx Holdings Stake

Spectrum Equity entities have fully divested their beneficial ownership in GoodRx Holdings, Inc. through a pro rata distribution and subsequent open market sales.

Summary

• Spectrum Equity VII, L.P. (SE VII) distributed 8,881,362 shares of GoodRx Holdings, Inc.'s Class A Common Stock pro rata to its limited partners for no consideration on October 14, 2025.
• Following this distribution, Spectrum VII Co-Investment Fund, L.P. and Spectrum VII Investment Managers' Fund, L.P. sold an aggregate of 23,771 shares of Class A Common Stock in open market transactions on October 15, 2025.
• The net proceeds from these sales amounted to $95,103.02.
• As a result of these transactions, the Reporting Persons (Spectrum Equity entities) ceased to beneficially own any Class A Common Stock of GoodRx Holdings, Inc.
• The ownership percentages were calculated based on 107,485,807 Class A Shares outstanding, which includes 98,580,674 Class A Shares outstanding as of July 29, 2025, as reported in the Issuer's Form 10-Q.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative for GoodRx Holdings, Inc. due to the complete divestment by a major institutional investor, which can be perceived as a lack of confidence or a signal of limited future growth potential from that investor's perspective. For Spectrum Equity, it represents a completed investment cycle.

Positives

• Spectrum Equity successfully completed its exit strategy from GoodRx Holdings, Inc., realizing proceeds from its investment.

Negatives

• A significant institutional investor, Spectrum Equity, has fully divested its stake in GoodRx Holdings, Inc., which could be perceived as a negative signal by the market regarding the company's future prospects or valuation.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding GoodRx Holdings, Inc.'s future performance or operations. It solely reports the historical divestment actions of the Reporting Persons.

Industry Context

The complete divestment by a private equity firm like Spectrum Equity from a publicly traded company such as GoodRx Holdings, Inc. is a common occurrence in the investment lifecycle. It typically signifies the end of the investment horizon for the private equity fund, either due to reaching target returns, strategic portfolio rebalancing, or a perceived lack of further significant upside. This action does not inherently reflect on broader industry trends but rather on the specific investment thesis and timeline of the exiting fund.

Stakeholder Impact

• Shareholders of GoodRx Holdings, Inc. may view the complete exit of a major institutional investor as a negative indicator, potentially leading to increased selling pressure or a reassessment of the company's valuation.
• The Reporting Persons (Spectrum Equity entities) have completed their investment cycle in GoodRx Holdings, Inc., impacting their limited partners who received the distributed shares.

Key Dates

Recommendation

A seasoned investor would note the complete divestment by a significant institutional holder, Spectrum Equity. While this action concludes their investment cycle and doesn't directly provide new information on GoodRx's operational performance, the exit of a major investor can create uncertainty or be interpreted as a signal of limited future upside. Without additional fundamental analysis of GoodRx, a 'hold' recommendation acknowledges this significant ownership change while awaiting further clarity on the company's performance and market sentiment.

Keywords

GoodRx Holdings, Spectrum Equity, Divestment, Share Distribution, Open Market Sales, Institutional Investor Exit, Class A Common Stock, GRX