UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

GoodRx Holdings, Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

38246G108

(CUSIP Number)

Trevor Bezdek

c/o GoodRx Holdings, Inc.,

2701 Olympic Boulevard

Santa Monica, California 90404

(855) 268-2822

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 29, 2021

(Date of Event Which Requires Filing of This Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box.  ☐

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.

 

 

 

*

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


CUSIP No. 38246G108   13D   Page 1 of 4 pages

 

  1   

Names of Reporting Persons

 

Idea Men, LLC

  2  

Check the Appropriate Box if a Member of a Group

(a)  ☒        (b)  ☐

 

  3  

SEC Use Only

 

    

  4  

Source of Funds (See Instructions)

 

OO

  5  

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

 

  6  

Citizenship or Place of Organization

 

Delaware

NUMBER OF

SHARES

 BENEFICIALLY  

OWNED BY

EACH

REPORTING

PERSON

WITH

 

      7     

Sole Voting Power

 

53,835,217

      8     

Shared Voting Power

 

0

      9     

Sole Dispositive Power

 

53,835,217

    10     

Shared Dispositive Power

 

0

11  

Aggregate Amount Beneficially Owned by Each Reporting Person

 

53,835,217

12  

Check if the Aggregate Amount in Row (11) Excludes Certain Shares

 

13  

Percent of Class Represented by Amount in Row (11)

 

43.6%

14  

Type of Reporting Person

 

OO (Limited Liability Company)


CUSIP No. 38246G108   13D   Page 2 of 4 pages

 

EXPLANATORY NOTE

This Amendment No. 1 to Schedule 13D (the “Amendment”) amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission (the “SEC”) on June 1, 2021 (as amended, the “Schedule 13D”), relating to the shares of Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), of GoodRx Holdings, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.

 

Item 5.

Interest in Securities of the Issuer.

Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:

(a) – (b)

 

   

Amount beneficially owned: 53,835,217

 

   

Percent of Class: 43.6%

 

   

Number of shares the Reporting Person has:

 

   

Sole power to vote or direct the vote: 53,835,217

 

   

Shared power to vote: 0

 

   

Sole power to dispose or direct the disposition of: 53,835,217

 

   

Shared power to dispose or direct the disposition of: 0

The Reporting Person is the record holder of 53,835,217 shares of Class B Common Stock, which are convertible to shares of Class A Common Stock on a one-to-one basis. The above percentage is based on 69,555,726 shares of Class A Common Stock outstanding as of May 10, 2021, based on the Issuer’s Quarterly Report on Form 10-Q filed on May 14, 2021.

In addition, by virtue of the agreements made pursuant to the Stockholders Agreement, the Stockholders acknowledge and agree that they are acting as a group for purposes of Rule 13d-3 under the Exchange Act. Shares beneficially owned by the other Stockholders are not the subject of this Amendment and accordingly, none of the other Stockholders are included as reporting persons herein.


CUSIP No. 38246G108   13D   Page 3 of 4 pages

 

(c) Since the most recent filing on Schedule 13D, the Reporting Person disposed of 2,228,649 shares of Class A Common Stock in a series of open market transactions at prices ranging from $31.44 to $39.03 per share. Details by date, listing the number of shares of Class A Common Stock disposed of and the weighted average price per share are provided below.

 

Date

   Equity Shares
Disposed Of
     Weighted
Average Price
per Share
 

June 24, 2021

     163,571      $ 38.5193  

June 25, 2021

     260,241      $ 37.4118  

June 28, 2021

     124,973      $ 37.3880  

June 29, 2021

     213,351      $ 36.2134  

June 30, 2021

     275,412      $ 35.9634  

July 1, 2021

     249,367      $ 34.8808  

July 2, 2021

     135,732      $ 34.0355  

July 6, 2021

     398,515      $ 32.7733  

July 7, 2021

     337,286      $ 32.1360  

July 8, 2021

     70,201      $ 33.0216  

 

(d)

None.

 

(e)

Not applicable.


CUSIP No. 38246G108   13D   Page 4 of 4 pages

 

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: July 16, 2021

 

Idea Men, LLC
By:  

/s/ Trevor Bezdek

Name:   Trevor Bezdek
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