GoodRx Holdings Inc

Overview

Our mission is to help Americans get the healthcare they need at a price they can afford. To achieve this, we are

building the leading, consumer-focused digital healthcare platform in the United States.

GoodRx was founded to solve the challenges that consumers face in understanding, accessing, and affording

healthcare. We started with a price comparison tool for prescriptions, offering consumers free access to lower prices on their

medication. This price comparison platform processes over 360 billion pricing data points every day and integrates that data

into a user-friendly interface which provides consumers with curated, geographically relevant prescription pricing, and

access to negotiated prices through GoodRx codes that can be used to save money on prescriptions across the United

States.

Today, we believe our expanded platform improves the health and financial well-being of American families by providing

easy access to price transparency and affordability solutions for generic and brand medications both for consumers and

healthcare providers, other healthcare services, including telehealth services, and wellness related content. We believe that

our offerings provide significant savings to consumers, and can help drive greater medication awareness, access and

adherence, faster treatment and better patient outcomes that also benefit the broader healthcare ecosystem and its

stakeholders.

We see exciting growth potential as we continue to attract new consumers through our existing offerings, launch new

offerings to address more of the needs of healthcare consumers, and improve healthcare affordability and access for all

Americans. As we extend our platform, we believe that we can create multiple monetization opportunities at different stages

of the consumer healthcare journey, enabling us to drive higher expected consumer lifetime value without significant

additional consumer acquisition costs.

Industry Challenges

Despite theapproximately$4.9 trillion U.S. healthcare market being one of the largest sectors of the U.S. economy, it

remains opaque and highly fragmented for consumers. Even simple healthcare transactions, such as finding a doctor or

filling a prescription at an affordable price, are often difficult. This can lead to confusion, inefficiency and unneeded additional

costs for consumers and the healthcare system. The pharmacy is the de-facto “front door” to American healthcare, with

frequent consumer interaction and engagement. However, finding affordable prices for prescriptions is complicated by a lack

of price transparency, a confusing reimbursement and insurance landscape and a fragmented marketplace in which the list

prices for the same medication can vary significantly across pharmacies. We believe that these challenges are driven in part

by a lack of solutions that enable consumers to easily search, discover and access the product or service that they need at

an affordable price. Consumer-focused technology solutions are essential in healthcare given that the stakes involve

peoples’ health and lives.

Our Market Opportunity

A paradigm shift is occurring in healthcare as consumers are both increasingly informed and cost-conscious. We

believe that allowing people to transact using more information than ever before will help Americans consume healthcare

more efficiently. This can be accomplished by providing a healthcare platform that allows consumers to search a broad

range of choices and offerings, discover what is best for them, transact based on their preferences, and receive the best

price while doing so.

We believe this market opportunity is substantial and estimate the total addressable market ("TAM") for our primary

solutions to be between$600 billion and$710 billion. This includes a$581 billion to$691 billion prescription opportunity,

which is inclusive of our estimated value of prescriptions that are written but not filled, and a$19 billion pharma

manufacturer solutions opportunity.

Prescription Opportunity

We started our business with a focus on the U.S. prescriptions market. The majority of the utilization of our platform

relates to generic medications. We also enable consumers to save on brand medications. We believe that the prices

available through our platform are highly competitive, for both insured and uninsured consumers, and our platform enables

consumers to save on prescription medications regardless of whether the consumer is insured or not. We believe we can

drive significant growth in our prescription opportunity through our ability to continue to provide attractive prescription pricing

to consumers.

Pharma Manufacturer Solutions Opportunity

Brand medications tend to be expensive, and insurance coverage is complicated and may be restrictive. Pharma

manufacturers provide affordability solutions, such as co-pay cards, patient assistance programs including point-of-sale

discount programs, and other savings options, so that consumers can access their medications. We partner with pharma

manufacturers to advertise and integrate these affordability solutions into our platform. We believe this offering can deliver

incremental margin as we deploy these solutions across our existing base of consumers and visitors, introduce new

solutions, and increase the number of brands and manufacturers with which we work.

Our Value Proposition

We positively impact many key stakeholders in the healthcare ecosystem. We believe that consumers, healthcare

providers, PBMs, pharmacies and pharma manufacturers all win with GoodRx. This, in turn, can drive beneficial and self-

reinforcing network effects.

Our value proposition by stakeholder is described below:

•Consumers: Our platform provides consumers with a variety of mobile-first offerings designed to make their

access to healthcare simple and more affordable. These solutions increase medication adherence, reduce

strain on hospital emergency departments and physicians, and improve health outcomes.

◦Our prescription transactions offering, part of our prescription marketplace, provides curated,

geographically relevant price comparisons and negotiated prices on prescriptions that generate

substantial savings to our consumers. Our negotiated prices for prescriptions are often cheaper than

the average commercial insurance co-pays. Access to discounted prices is free for consumers

through our platform.

◦Our subscription offerings, part of our prescription marketplace, provide consumers and their families

with access to even lower prescription prices on select medications in select pharmacies for a

monthly or annual subscription fee. Gold also provides mail delivery and discounted access to our

GoodRx Care telehealth services at no additional cost.

◦Our pharma manufacturer solutions offering provides advertising and integrated consumer

affordability solutions to pharma manufacturers with the goal of improving access to and affordability

of brand medications for consumers.

◦Our platform provides educational resources to help inform consumers about their healthcare. We

provide consumers with expert medication information, as well as pricing and coverage information

made possible through our robust data sources and staff of experienced researchers.

•Healthcare Professionals: Physicians and other healthcare professionals are motivated to help patients, and,

increasingly, are judged by patient outcomes. We help these healthcare professionals improve patient

outcomes by encouraging medication adherence and providing a consumer-friendly service. In addition, our

Provider Mode platform provides healthcare providers with a more customized experience and tools to support

patients throughout their healthcare journey. Further, we are able to integrate our pricing information and

GoodRx codes directly into Electronic Health Record (“EHR”) systems, enabling healthcare professionals to

provide prices from our platform directly to their patients at the point of prescribing, including via EHR-sent text

messages and emails. We help physicians engage with patients more efficiently through our products and

services.

•Healthcare Companies: PBMs, pharmacies and pharma manufacturers use our platform to reach and provide

affordability solutions to consumers. We play a valuable role within the healthcare ecosystem by aggregating,

normalizing, and presenting information from all of these constituents on a single platform for the consumer.

Through the deep relationships that we have developed with these stakeholders over many years, we are able

to continually improve our offerings and achieve better pricing outcomes for consumers.

◦Pharmacy Benefit Managers: PBMs aggregate consumer demand to negotiate prescription

medication prices with pharmacies and manufacturers. PBMs aggregate most of their demand

through relationships with insurance companies and employers. However, nearly all PBMs also have

consumer direct or cash network pricing that they negotiate with pharmacies for consumers who

choose to purchase prescriptions outside of insurance. We provide a platform through which PBMs

can drive incremental volume to these networks by offering their discounted prices to our consumers.

We expand the market for PBMs by increasing their cash network transaction volumes and by adding

new consumers to the overall prescriptions market, many of whom, both insured and uninsured,

would otherwise not fill their prescriptions because of high deductibles or prices. We believe that, for

many of our PBM partners, we are their only significant direct-to-consumer channel. To date, no PBM

has terminated a relationship with GoodRx, Inc., which highlights the strength of our relationships

alongside the value we deliver.

◦Pharmacies: With GoodRx, pharmacies can reduce ‘walk away’ patients and prescriptions abandoned

at the counter due to high cost, and can also increase overall sales through additional foot-traffic. We

work closely with pharmacies to ensure that pharmacists are educated on how to use our apps and

websites, and know how to apply GoodRx codes at the point of sale. Additionally, we enter into direct

contractual agreements with select pharmacies to provide consumers access to discounted prices

and further drive incremental sales to these partner pharmacies. Consumers can use GoodRx at

nearly every retail pharmacy in the United States.

◦Pharma Manufacturers: Brand medications tend to be more expensive than generics, and insurance

coverage is complicated. GoodRx works with pharma manufacturers to advertise, integrate and

enhance consumer awareness, access and uptake of their various savings solutions for brand

medications, increasing the likelihood that a consumer will start or continue to take their prescribed

medication.

Our Offerings

Prescription Marketplace

Our prescription marketplace consists of our prescription transactions offering and our supplemental subscription and

telehealth offerings. Through our GoodRx Care platform, we offer consumers access to telehealth visits on a cash-pay basis

outside of insurance. We believe our telehealth offering principally enhances the accessibility of our prescription transactions

and subscription offerings for consumers.

Prescription Transactions Offering

We have built a vast network of relationships, contracts and integrations with key stakeholders in the healthcare

industry. Our proprietary technology enables us to aggregate prescription pricing data points from sources spanning the

healthcare industry. We structure and normalize the presentation of the data to give consumers curated, geographically

relevant pricing information that is accessible through our apps or websites for free. By normalize, we refer to a process of

taking the various different pricing methodologies and medication lists from each of our sources, and homogenizing the

presentation of this data so that prices are directly comparable. Consumers can choose the lowest price from a selection of

nearby pharmacies, save a GoodRx code to their mobile device for free and present that code at their pharmacy to access

that low price.

Once a consumer has used a GoodRx code from our platform to purchase a prescription, that code is recorded in the

pharmacy’s database and the consumer is not required to present their GoodRx code again for subsequent prescription

refills, or, in many cases, for additional prescriptions that the consumer purchases at that pharmacy. We earn revenue upon

the initial usage of the GoodRx code when the consumer realizes savings compared to the list price at the pharmacy, and

we continue to earn revenue when the consumer returns to the pharmacy for refills and new prescriptions. This results in

high repeat activity, which refers to the second and later use of our discounted prices by a single GoodRx consumer, on our

platform. We track prices and update our database on a daily basis, which helps ensure that consumers have access to

accurate prescription pricing.

Our pricing sources span the healthcare industry and include PBMs, pharmacies, pharma manufacturers, patient

assistance programs, and others, making it difficult to replicate the data we possess and share with consumers. We believe

it is important to work with as many of the key stakeholders of the healthcare industry as possible in order to increase the

affordability options for our consumers. Our broad set of long-term relationships across the industry, combined with our

proprietary platform, allows us to present highly competitive prices to consumers.

PBMs are the most common source of pricing information. Our proprietary technology enables us to combine prices

from multiple PBMs and other industry sources and display it on a single consumer interface. We believe that we maintain

the largest database of aggregated pricing information across PBMs in the United States. When a transaction occurs in

which one of our consumers fills a prescription and saves compared to the list price using a GoodRx code, the PBM

receives a portion of the price that the consumer paid. We receive a percentage of this amount or a fixed payment from the

PBM as compensation for directing the consumer to that PBM’s pricing and the pharmacy.

As we help more consumers save money on their medications and drive additional traffic through various PBMs, we

increase our scale, which we believe over time leads to lower prices for our consumers. We have steadily increased the

number of PBMs with which we work over time. To date, no PBM has terminated a relationship with GoodRx, Inc. Even if a

contract with a PBM were to be terminated, many of our contracts require the PBM to continue to pay us for activity by

consumers originally directed to their pricing by us, even subsequent to the contract termination. The ongoing payment

obligation can continue for so long as the underlying PBM-specific pricing is used, or for certain partners, for a specified

multi-year period, depending on the terms of our contract with the PBM. Throughout our history, we have been able to help

our consumers realize increased savings. PBM mix and relative share on our platform has varied over time as we have

added new PBMs and as certain PBMs have delivered more or less favorable pricing relative to other PBMs. Even as the

mix has changed, we have continued to grow the number of pricing data points processed by our platform and deliver a

strong value proposition to our consumers. We believe that our sources of pricing are sufficiently broad and robust that the

loss of any one PBM or other healthcare partner would generally result in minimal disruption in our ability to provide

competitive discounts and pricing. Although the majority of our pricing information comes from PBMs, we also collect pricing

data points from other sources. Starting in 2023, we commenced operation of our integrated savings program, which

integrates our competitive discounts and pricing in a seamless experience at the pharmacy counter for eligible plan

members served by certain PBM partners. Eligible plan members only need to utilize their existing benefit card at their

preferred in-network pharmacy to benefit from our discounts and pricing, with no further action required.

In 2022, we began to enter into direct contractual agreements with select pharmacies to complement the existing

contractual agreements with our PBM partners. We believe our hybrid approach will help us build stronger lines of

communication and stronger relationships with our retailers by helping drive traffic and margin while continuing to deliver

great affordability to consumers. Our direct agreements with partner pharmacies enable us to negotiate more competitive

prescription prices offered at these pharmacies and therefore provide an additional source of pricing information to be

displayed on our platform, creating pricing transparency and value for consumers. We receive a fixed or variable fee from

our partner pharmacy as compensation for processing the consumer's claim at the point of sale.

Subscription Offerings

Our subscription offerings provide additional benefits to consumers of our prescription transactions offering. We

leverage our relationships across the healthcare ecosystem and our product expertise to provide subscribers with even

greater savings and convenience at select pharmacies. Our subscription offerings are designed to be easy to use and

provide subscribers with added benefits and features, such as increased discounts on prescription prices, discounted virtual

care visits, and free home delivery on eligible medications.

•Gold: We offer a subscription savings program whereby subscribers generally pay a monthly or annual fee for

access to even lower prices in select participating pharmacies amongst other benefits, including a mail delivery

feature.

•Partnership Subscriptions: From time to time, we may partner with retailers to offer tailored subscription

products. For example, we previously partnered with Kroger, one of the largest retail pharmacies in the United

States, to offer Kroger Savings to their consumers for an annual fee, a portion of which we shared with Kroger

until the program sunset in July 2024.

Pharma Manufacturer Solutions Offering

Brand medications tend to be expensive, and insurance coverage is complicated and may be restrictive. As a result,

many consumers are not able to access or afford their medications.

Pharma manufacturers provide affordability solutions such as co-pay cards, patient assistance programs, care portals

and other savings options so that consumers can access their medications. We partner with pharma manufacturers to

advertise and integrate these affordability solutions into our platform. For example, our point-of-sale discount programs help

lower the cash price of certain branded medications for consumers at the pharmacy counter with little friction, and are

increasingly being used by pharma manufacturers to reach more patients.

We believe our trusted brand, large volume of high intent consumers and easy-to-use interface make our platform

highly attractive to pharma manufacturers. These solutions generally increase medication awareness, access and

adherence and can lead to faster treatment and better patient outcomes.

We believe our pharma manufacturer solutions offering delivers a product that both increases overall consumer

satisfaction and drives incremental consumer lifetime value at a low incremental cost to us.

We expect to grow this offering through further engagement with pharma manufacturers. We believe this offering can

deliver incremental margin as we deploy these solutions across our existing base of consumers and visitors.

Sales & Marketing

Consumers come to our platform organically and also through our sales and marketing initiatives. The GoodRx brand

benefits from word-of-mouth recommendations to consumers from friends, healthcare professionals and pharmacists, as

well as press coverage, which drives significant unpaid traffic to our apps and websites.

In addition to organic consumer acquisition, our sales and marketing efforts are designed to bring new consumers onto

our platform for the first time and to re-engage existing consumers. We acquire new consumers through a variety of

channels, including: (i) direct to consumer marketing which includes TV, paid search or other digital campaigns; (ii)

marketing through healthcare partnerships which includes marketing materials in physician offices and integrating pricing

from our platform into EHR providers' prescribing workflows so that healthcare professionals can provide prices from our

platform to their patients at the point of prescribing; (iii) marketing through partnerships with other affiliates to distribute our

discounts and solutions to a broader target audience outside of the healthcare ecosystem; and (iv) through content creation

which increases traffic to the GoodRx apps and websites such as from GoodRx Health, which provides visitors with

thousands of articles with research-backed answers to health questions and provides us with more opportunities to convert

visitors to active consumers. We have and may in the future offer incentives to certain consumers that further reduce

discounted prices offered on our platform for a limited time and on a limited number of prescription drugs to attract new and

re-engage existing consumers.

We believe that we still have significant opportunities to improve our unaided awareness, to build our brand, as well as

to scale existing marketing channels, and unlock new ones.

We also deploy a variety of consumer retention tools on our platform, such as savings information retained in pharmacy

databases so consumers do not have to re-present GoodRx codes, providing alerts and refill reminders to consumers and

links to our other offerings to improve consumer's overall experience using our platform, and strong consumer support and

patient advocacy services to help consumers understand how best to afford their medication.

Our Technology

The key elements of our technology include:

•Proprietary Pricing Engine: Our price ingestion technology enables us to link with multiple sources spanning

the healthcare industry. In addition, we have proprietary patented technology related to collecting and

normalizing prices from multiple PBMs and presenting them using a single consumer interface.

•Constant Data Refresh: Displaying our prescription- and location-specific list of prices to each consumer in

near real-time requires the rapid processing of a significant amount of data, the use of complex predictive

models, and sophisticated software programming and design.

•Living Database: Our dataset becomes more comprehensive and accurate with every prescription filled. We

use our proprietary algorithms to create actionable insights and continuously improve our consumer

experience. Our database is central to the value that we provide to our consumers through accurate pricing

and improved recommendations. We refer to our data as “living,” meaning that it is dynamic and continually

being updated or refined.

•Artificial Intelligence/Machine Learning: Our engine is also able to learn from and react to changes in

prescribing habits or to ensure that consumers are selecting the accurate dosing or form of a given medication.

For example, our engine will automatically show the most common dose of a given medication. We also take

into account pharmacy-level dispensing patterns that may impact the price of a medication, such as when two

pharmacy locations that are part of the same pharmacy chain dispense the same medication, but source the

medication from different manufacturers.

•Scalable: Our digital platform is cloud native, scalable and reliable. We leverage major third-party cloud and

data service providers and have built a modular system of services on top of this infrastructure.

•Secure: Trust is critical to our relationship with both our consumers and our partners and we take security and

privacy very seriously. We implement security procedures and policies informed by various industry-standard

frameworks. Our operations are audited annually as part of a SOC2 audit, based on principles developed by

the American Institute of Certified Public Accountants and we have obtained SOC2 certification with respect to

our prescription transactions offering and subscription offerings. In addition, our security is tested through our

bug-bounty program. We continue to expand our team and solutions to address emerging risks and changes in

the threat landscape.

Our Growth Strategy

The key elements of our growth strategy include:

•Continue to Attract New Consumers: We believe that we have a significant opportunity to serve all

Americans. By growing awareness of our existing offerings and through the extension of our platform into

many of the other areas of healthcare that lack price transparency and consumer empowerment, we believe

that we can address an increasingly larger portion of the healthcare market in the United States and fill more

gaps across the healthcare journey for our consumers.

•Continue to Facilitate Existing GoodRx Consumers’ Adoption of Multiple GoodRx Offerings: We aim to

increase the number of our monetization channels used by our existing consumers. We believe that this will

result in higher consumer satisfaction and be accretive to our consumer lifetime value and to our margins in

the medium to long term, without significant additional consumer acquisition costs.

•Continue to Build the GoodRx Brand: We believe that there are significant opportunities to increase

awareness and educate healthcare consumers regarding prescription pricing, as well as our platform and

solutions. As we continue to build our brand, we anticipate that many of the consumers who do not fully

understand prescription pricing, or that are not aware of tools such as our platform, will begin using our

platform.

•Invest in Product Offerings: We plan to continue to invest in and scale our range of product offerings to

better address the needs of consumers, provide them with better pricing, and improve their overall healthcare

journey. We have a multi-prong approach for this strategy which includes:

◦Pharma Manufacturer Solutions Offering: We believe our trusted brand, large volume of high intent

consumers and easy-to-use consumer experience make our offering highly attractive to pharma

manufacturers. The solutions offered by pharma manufacturers on our platform can increase the

likelihood that consumers will start to take or continue to take their prescribed medication. We plan to

continue to expand the number of pharma manufacturers with which we work, increase brand

penetration, and increase the number of solutions each of them uses, as well as enhance our existing

offerings and introduce new integrated technology solutions that will allow manufacturers to interact

with our consumer base more effectively.

◦Subscription Offerings: We believe our subscription offerings, and our Gold subscription offering in

particular, have higher lifetime value than our prescription transactions offering. We will continue to

increase the value proposition for consumers by bundling various existing and new offerings in

affordable and consumer-friendly subscription packages.

•Future Expansion Opportunities: We believe there are many other areas of healthcare that could benefit

from the transparency and accessibility provided by our platform. While we are currently focused on scaling

our existing offerings, we see attractive opportunities to deploy our expertise in markets such as clinical trials,

insurance marketplaces, in person doctor visits and prescription delivery, differentiated features and services

for healthcare providers such as our Provider Mode platform that provides healthcare providers with a more

customized experience and tools to support patients throughout their healthcare journey, among others. As we

continue to grow our brand awareness and consumer base, selling additional products and services into our

large acquired base will drive an attractive incremental margin opportunity.

•Pursue Strategic Partnerships and Acquisitions: We are a valuable partner to a variety of healthcare

constituents. We have entered into a number of strategic agreements in recent years. For example, in 2022,

we began to enter into direct contractual agreements with select pharmacies to complement the existing

contractual agreements with our PBM partners. In addition, starting in 2023, we engaged with several PBM

partners for ourintegrated savings program, which integrates our competitive discounts and pricing in a

seamless experience at the pharmacy counter for eligible plan members they serve. Eligible plan members

only need to utilize their existing benefit card at their preferred in-network pharmacy to benefit from our

discounts and pricing, with no further action required. As part of our business strategy, we will continue to

pursue strategic opportunities, including commercial relationships and acquisitions, to strengthen our market

position and enhance our capabilities.

•Drive Shareholder Value: We are focused on delivering consistent and efficient growth by reprioritizing

investments to where they are most needed while delivering to consumers what they have come to expect

from GoodRx.

Competition and Industry Participants

Although we have built and scaled a differentiated consumer internet platform, we face a variety of types of competition.

We believe that our primary barrier to adoption is awareness. Americans have historically not had to be active consumers of

healthcare since benefit plans were more generous and open than they are today. Many consumers are not aware that

prices for the same prescription vary between pharmacies or that there are competitive cash prices available that may be

lower than insurance prices.

We principally compete with companies that provide prescription savings and solutions to pharma manufacturers. New

entrants may also enter our industry and compete with us. Generally, we believe that we are able to compete effectively

against these organizations based on our brand, scale, pricing and consumer experience. Our competitors vary in size and

breadth of their offerings.

•In prescriptions discounts and price comparisons, our competition is fragmented and consists of competitors

that are both larger and smaller than us in scale, including large e-commerce companies.

•Our pharma manufacturer solutions offering competes for advertising and market access budget allocation

against platforms on which manufacturers can reach consumers, including health-related websites and mobile

apps, and services supporting patient access. We believe that our trusted brand and our platform allows us to

engage patients about the cost of their brand medications.

There is currently significant concentration in the U.S. healthcare industry, and in particular there are a limited number

of PBMs, including pharmacies’ in-house PBMs, and a limited number of national pharmacy chains. If we are unable to

retain favorable contractual arrangements with our PBM partners, including any successor PBMs should there be further

consolidation of PBMs, we may lose them as customers, or the negotiated rates provided by such PBMs may become less

competitive, which could have an adverse impact on our platform.

A limited number of PBMs generate a significant percentage of the discounted prices that we present through our

platform and, as a result, we generate a significant portion of our revenue from contracts with a limited number of PBMs. We

work with dozens of PBMs that maintain cash networks and prices, and the number of PBMs we work with has significantly

increased over time, limiting the extent to which any one PBM contributes to our overall revenue; however, we may not

expand beyond our existing PBM partners and the number of our PBM partners may even decline. For additional

information, see “We rely on a limited number of industry participants.” in Part I, Item 1A, “Risk Factors” included elsewhere

Intellectual Property

Our success depends in part on our ability to obtain and maintain intellectual property protection for our products and

technology platform, defend and enforce our intellectual property rights, preserve the confidentiality of our trade secrets, and

operate without infringing, misappropriating or otherwise violating valid and enforceable intellectual property rights of others.

We protect our intellectual property, including our brand, through a combination of trademarks, patents, trade secrets,

contractual provisions that restrict partners from infringing on our intellectual property, intellectual property assignment

agreements, licensing agreements, confidentiality procedures, non-disclosure agreements, and employee non-disclosure

and invention assignment agreements to establish and protect our proprietary rights. Though we rely in part upon these

legal and contractual protections, we believe that factors such as our position as the largest healthcare-focused internet

platform for prescription prices and discounts, our scale and the network effects enabled by these factors, as well as the

skills and ingenuity of our employees and the functionality and frequent enhancements to our platform are larger contributors

to our success.

Our patents and patent applications relate to software and services, including our ability to combine prices from multiple

PBMs together in a single consumer interface. Our issued patents begin expiring in 2034, excluding any patent term

adjustment. Our most material trademark asset is the registered trademark for our brand, “GoodRx,” and for the use of the

color yellow in the prescription discounts space. Additionally, we have registered domain names for websites that we use in

our business, such as www.goodrx.com

We continually review our development efforts to assess the existence and patentability of new intellectual property and

we intend to pursue additional intellectual property protection to the extent we believe it would advance our business

objectives. Notwithstanding these efforts, there can be no assurance that we will adequately protect our intellectual property

or that it will provide any competitive advantage. For more information regarding risks related to intellectual property, please

see Part I, Item 1A, “Risk Factors—Risks Related to Intellectual Property.”

Philanthropy

Philanthropy continues to play an important role in shaping GoodRx’s identity and culture through meaningful

contributions to our communities. We believe that, by engaging in philanthropic initiatives, we are fostering stronger

connections, both internally and externally. Integrating philanthropic initiatives into corporate activities not only allows us to

channel our collective resources and productivity outwards, but also strengthens our brand reputation, employee

engagement, and customer loyalty.

Drawing from the success of "Giving Season" first introduced in 2023, a year-end initiative to encourage employee

involvement in charitable acts, our philanthropic efforts in 2024 were focused on enhancing the Company’s culture of

volunteering by hosting in-office and virtual volunteering activities for our employees. For example, we hosted our first

Company-wide "Volunteer Day", where we partnered with local nonprofit organizations to support and create a lasting

impact in our communities across the country by engaging in a variety of tasks, including woodworking and constructing

garden benches, painting back-to-school posters for students, and cleaning up public beaches and parks. Remote

employees were also invited to participate through virtual volunteering activities.

In 2024, we continued to expand the spirit of philanthropy and social impact into different areas of the broader

organization. Our Community Resource Groups ("CRGs") also included a philanthropy component to their schedule of

events during their respective months of reflection and celebration. During Black History Month, we partnered with a Los

Angeles-based organization to provide recently-housed families with care packages assembled by our employees in the

Santa Monica office. Further, during Pride Month, we hosted a clothing drive across the Company to benefit a local thrift

store that helps fund HIV care and services in the community.

Our People and Culture

Our people are essential to our success. Our mission is to build and cultivate an inclusive culture that reflects the

diversity of the patients, partners and communities we serve. We believe that advocating for and putting people first, leading

with empathy, and building trust across our organization are core to our success. We prioritize providing a safe, rewarding

and respectful workplace where our people have the opportunities to pursue career paths based on skills, performance and

potential.

As of December 31, 2024, we employed 738 employees, all of which are full-time employees. Of our total employees,

209 are based at our headquarters in Santa Monica, California. Our employees are split among the following departments

and functions: 10 principally in customer service, 391 in product development and technology, 206 in sales and marketing,

and 131 in general and administrative functions. Women make up 46% (335 employees) of our workforce who have chosen

to identify their gender. Non-white employees make up 48% (336 employees) of our workforce who have chosen to identify

their ethnicity/race.

We strive to build a workforce that can represent the clients, customers and partners that we serve everyday. After

successfully launching 5 CRGs in 2023, we carried that momentum in 2024 and built on our previous accomplishments. For

example, we incorporated CRG partners into our interview process and partnered with external organizations to further our

inclusion and belonging efforts.

In managing our business, we strive to develop and implement policies and programs that support our business goals,

maintain competitiveness, promote shared fiscal responsibility among our company and our employees, strategically align

talent within our organization and reward performance, while also managing the costs of such policies and programs. Our

employees are supported with training and development opportunities to pursue their career paths and to promote

compliance with our policies. We adhere to our code of business conduct and ethics (the "Code of Business Conduct and

Ethics"), which sets forth a commitment to our stakeholders, including our employees, to operate with integrity and mutual

respect.

We continue to embrace both hybrid and remote working for our employees as we believe that our business continuity

plan and technology platform will continue to support the effectiveness of our employees that work remotely. We also

continue to provide robust benefits, including health insurance for employees and dependents, 401(k) match, fertility

benefits, paid parental leave and discretionary vacation. We foster a tight-knit corporate culture through company events,

team building offsites, happy hours, game and movie nights, and pet-friendly offices. The biggest perk of all is knowing that

the work performed has a meaningful impact on our consumers.

Government Regulation

Data Privacy and Security Laws

The data we collect and process is an integral part of our products and services, allowing us to ensure our prices are

accurate, surface the most relevant prices and reach consumers with savings information. We collect and may use personal

information to help run our business (including for analytical and marketing purposes) and to communicate and otherwise

reach our consumers. In some instances, we may use third party service providers to assist us in the above.

Since we receive, use, transmit, disclose and store personal information, including health-related information, we are

subject to numerous state and federal laws and regulations that address privacy, data protection and the collection, storing,

sharing, use, transfer, disclosure and protection of certain types of data. Such regulations include the CAN-SPAM Act, the

Telephone Consumer Protection Act of 1991, the federal Health Insurance Portability and Accountability Act of 1996, as

amended by the Health Information Technology for Economic and Clinical Health Act (together with their implementing

regulations, collectively, “HIPAA”), Section 5(a) of the Federal Trade Commission Act, certain state data privacy and security

laws, including, but not limited to, the California Consumer Privacy Act, as amended by the California Privacy Rights Act

(collectively, “CCPA”), Washington State My Health My Data Act and other state data privacy and security laws. We are also

subject to a negotiated settlement with the Federal Trade Commission (the "FTC," and such settlement, the "FTC Order")

which includes, among other things, agreements to effect or maintain, as applicable, certain changes to our business

practices, policies and compliance requirements. The violation of any such laws and regulations and/or the FTC Order could

result in legal remedies that could materially impact our business or financial performance.

Our respect for laws and regulations regarding the collection and processing of personal information underlies our

strategy to improve our consumer experience and build trust. To read more about our approach to privacy laws and the

regulations, please see Part I, Item 1A, “Risk Factors—Risks Related to Our Business—Actual or perceived failures to

comply with applicable data protection, privacy and security, advertising and consumer protection laws, regulations,

standards and other requirements could adversely affect our business, financial condition and results of operations.”

State Licensing Requirements

Certain states have enacted laws regulating companies that offer and market discount prescription drug coupons and/or

medical services. These laws implicate a variety of services that we offer, such as our prescription transactions offering,

Gold and Kroger Savings, and may implicate other products we may develop in the future. These state laws are intended to

protect consumers from fraudulent, unfair or deceptive marketing, sales and enrollment practices by such plans. It is

possible that other states may enact new requirements or interpret existing requirements to include our programs. Failure to

obtain and maintain the required licenses, certifications or registrations to provide these offerings, as well as to abide by

applicable regulations governing these offerings, may result in civil penalties, receipt of cease and desist orders, or a

restructuring of our operations.

State Corporate Practice of Medicine and Fee Splitting Laws

With respect to our telehealth platform, GoodRx Care contracts with physician-owned professional entities to deliver our

telehealth offering to their patients in the United States principally supported by Wheel Health, Inc.'s (“Wheel”) technology

and network of clinicians. We enter into management services agreements with these physician-owned professional entities

pursuant to which we provide them with billing, scheduling and a wide range of other non-clinical services, and, in return,

these professional entities pay us a management fee for those services. In addition, our telehealth platform enables

consumers to opt in to use our prescription transactions offering and/or fill their prescriptions through a third-party mail

delivery pharmacy. These relationships are subject to various state laws, which are intended to prevent unlicensed persons

from interfering with or influencing the physician’s professional judgment, and prohibiting the sharing of professional services

income with non-professional or business interests. These laws vary from state to state and are subject to broad

interpretation and enforcement by state regulators. A determination of non-compliance could lead to adverse judicial or

administrative action against us and/or our providers, civil or criminal penalties, receipt of cease and desist orders from state

regulators, loss of provider licenses, or a restructuring of our arrangements with our affiliated professional entities. For

further information, please see Part I, Item 1A, “Risk Factors—Risks Related to the Healthcare Industry—Our telehealth

offering offered to consumers is subject to various state laws and regulations governing the provision of telehealth services.”

and “Risk Factors—Risks Related to the Healthcare Industry—Our telehealth offering and relationships with our affiliated

physician-owned professional entities may implicate laws governing the practice of medicine and fee-splitting.”

Healthcare Fraud and Abuse Laws

Although the consumers who use our offerings do so outside of any medication or other health benefits covered under

their health insurance, including any commercial or government healthcare program, we may nonetheless be subject to a

number of federal and state healthcare regulatory laws that restrict certain business practices in the healthcare industry.

These laws include, but are not limited to, federal and state anti-kickback, self-referral, false claims, and other healthcare

fraud and abuse laws. For further information, please see Part I, Item 1A, “Risk Factors—Risks Related to the Healthcare

Industry—We may be subject to state and federal fraud and abuse and other healthcare regulatory laws and regulations. If

we or our commercial partners act in a manner that violates such laws or otherwise engage in misconduct, we may be

subject to civil or criminal penalties as well as exclusion from government healthcare programs.”

Healthcare Reform

A primary trend in the U.S. healthcare industry is cost containment. In the United States, there have been, and likely will

continue to be, a number of federal and state legislative and regulatory changes and proposed changes regarding the

healthcare system directed at containing or lowering the cost of healthcare, including the costs of medication. For further

information please see Part I, Item 1A, “Risk Factors—Risks Related to the Healthcare Industry—The impact of healthcare

reform legislation and other proposed or future changes impacting the healthcare industry and healthcare spending on us is

currently unknown, but may adversely affect our business, financial condition and results of operations.”

Additional Information

GoodRx Holdings, Inc., a Delaware corporation, was incorporated in September 2015. We were initially formed in

September 2011 as GoodRx, Inc., a Delaware corporation that is now our indirect subsidiary. We completed our initial public

offering (“IPO”) of our Class A common stock in September 2020.

Our Internet address is www.goodrx.com. At our Investor Relations website, investors.goodrx.com, we make available

free of charge a variety of information for investors, including our Annual Report on Form 10-K, quarterly reports on Form

10-Q, current reports on Form 8-K and any amendments to those reports, as soon as reasonably practicable after we

electronically file that material with or furnish it to the SEC.

Our Code of Business Conduct and Ethics applies to all of our directors, officers and employees, including our principal

executive officer and our principal financial officer. A copy of the code is available on our website at www.goodrx.com in the

“Governance” section of the “Investors” page. In addition, we intend to post on our website all disclosures that are required

by law concerning any amendments to, or waivers from, any provision of our Code of Business Conduct and Ethics. The

information found on our website is not part of this or any other report we file with, or furnish to, the SEC.