Form 4: Spectrum Equity Funds Convert and Distribute GoodRx Holdings Shares
SEC Form 4 Filing
Spectrum Equity VII, L.P. and affiliated funds converted Class B Common Stock to Class A Common Stock of GoodRx Holdings, Inc. and distributed shares, with some shares subsequently sold.
Summary
- Spectrum Equity VII, L.P. and related entities, including Spectrum VII Investment Managers' Fund, L.P. and Spectrum VII Co-Investment Fund L.P., engaged in transactions involving GoodRx Holdings, Inc. (GDRX) stock.
- On August 29, 2024, the entities converted Class B Common Stock to Class A Common Stock on a one-for-one basis.
- Spectrum Equity VII, L.P. distributed 3,989,323 shares of Class A Common Stock pro rata to its general partner and limited partners on August 29, 2024, for no consideration.
- On September 3, 2024, Spectrum VII Investment Managers' Fund, L.P. sold 6,828 shares of Class A Common Stock at a weighted average price of $7.8601.
- On September 3, 2024, Spectrum VII Co-Investment Fund L.P. sold 3,849 shares of Class A Common Stock at a weighted average price of $7.8601.
Sentiment
Score: 5
Explanation: The document primarily reports transactions without expressing a clear positive or negative sentiment. It reflects standard investment activities.
Industry Context
This filing reflects ongoing transactions by major shareholders in GoodRx, which is common after an IPO or significant market event. Monitoring these transactions provides insight into investor sentiment and potential future stock performance.
Comparison to Industry Standards
- Comparing the sale price of $7.8601 to other similar transactions in the healthcare technology sector can provide context on whether the price obtained was favorable.
- Similar transactions by venture capital or private equity firms in companies like Teladoc, Livongo (now part of Teladoc), or Oak Street Health (now part of CVS Health) could serve as benchmarks.
- The pro rata distribution is a common practice for private equity firms to distribute shares to their limited partners, allowing them to manage their portfolios.
Related Party Transactions
- The pro rata distribution of shares to the general partner and limited partners of Spectrum Equity VII, L.P. constitutes a related party transaction.
Stakeholder Impact
- The sale of shares could have a minor impact on the stock price of GoodRx.
- The distribution of shares to limited partners allows them to realize returns on their investment.
Key Dates
| Date | Description |
|---|---|
| 08/29/2024 | Conversion of Class B Common Stock to Class A Common Stock. |
| 08/29/2024 | Pro rata distribution of 3,989,323 Class A shares by Spectrum Equity VII, L.P. |
| 09/03/2024 | Sale of 6,828 Class A shares by Spectrum VII Investment Managers' Fund, L.P. |
| 09/03/2024 | Sale of 3,849 Class A shares by Spectrum VII Co-Investment Fund L.P. |
| 09/03/2024 | Filing date of the SEC Form 4. |
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