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GoodRx Holdings, Inc.

For the period ended Sep 30, 2025. Filed Nov 4, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 4, 2025

GDRX$3.51+0.6%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-06.

0001809519-25-000117

Item 1A. Risk Factors

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-04.

0001809519-25-000143

Item 1A. Risk Factors

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 36 previous paragraphs and 123 current paragraphs.

35 unchanged; 1 reworded; 87 added; 0 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

The current filing states there were no material changes to risk factors.

This is the filer’s own statement, not a conclusion from the comparison. Read its qualifications and the report it references.

Current filing’s statement

Factors" of our 2024 10-K. There have been no material changes to the risk factors previously disclosed in our 2024 10-K,
Added paragraphs (87)

Current report

The impact of healthcare reform legislation and other proposed or future changes impacting the healthcare

Current report

industry and healthcare spending on us is currently unknown, but may adversely affect our business, financial

Current report

condition and results of operations.

Current report

Our revenue is dependent on the healthcare industry and could be affected by changes in healthcare spending and

Current report

policy. The healthcare industry is subject to changing political, regulatory and other influences. The Affordable Care Act (the

Current report

“ACA”), enacted in March 2010, made major changes in how healthcare is delivered and reimbursed, and increased access

Current report

to health insurance benefits to the uninsured and underinsured population of the United States. The ACA, among other

Current report

things, increased the number of individuals with Medicaid and private insurance coverage, implemented reimbursement

Current report

policies that tie payment to quality, facilitated the creation of accountable care organizations that may use capitation and

Current report

other alternative payment methodologies, strengthened enforcement of fraud and abuse laws and encouraged the use of

Current report

information technology.

Current report

New and changing laws, regulations, executive orders and other governmental actions, particularly from the new

Current report

presidential administration, may also create uncertainty about how laws and regulations will be interpreted and applied.

Current report

Such changes can adversely affect our business by increasing our costs, reducing spending by our customers, limiting the

Current report

Company’s ability to pursue or offer new offerings, and requiring changes to our business. Regulatory changes and other

Current report

actions that materially adversely affect our business may be announced with little or no advance notice and we may not be

Current report

able to effectively mitigate all adverse impacts from such measures. Differing interpretations of such legal obligations can

Current report

expose us to significant fines, government investigations, litigation and reputational harm. If we are found to have violated

Current report

laws, regulations, or executive orders, it could materially adversely affect our business, reputation, results of operations and

Current report

financial condition.

Current report

In addition, recently there has been heightened governmental scrutiny of the manner in which pharma manufacturers

Current report

set prices for their marketed products, which has resulted in several U.S. congressional inquiries and proposed and enacted

Current report

federal and state legislation designed to, among other things, bring more transparency to medication pricing, reduce the cost

Current report

of prescription medications under government payor programs, and review the relationship between pricing and

Current report

manufacturer patient programs. For example, in August 2022, former President Biden signed the Inflation Reduction Act of

Current report

2022 (the “IRA”) into law. This statute marks the most significant action by Congress with respect to the pharmaceutical

Current report

industry since adoption of the ACA in 2010. Among other things, the IRA requires manufacturers of certain drugs to engage

Current report

in price negotiations with Medicare, with prices that can be negotiated subject to a cap; imposes rebates under Medicare

Current report

Part B and Medicare Part D to penalize price increases that outpace inflation (first due in 2023); redesigns the Medicare Part

Current report

D benefit (beginning in 2024); and replaces the Part D coverage gap discount program with a new manufacturer discounting

Current report

program (beginning in 2025). The Centers for Medicare & Medicaid Services has published the negotiated prices for the

Current report

initial ten drugs, which will first be effective in 2026, and has published the list of the subsequent 15 drugs that will be subject

Current report

to negotiation. The IRA permits the Secretary of the Department of Health and Human Services ("HHS") to implement many

Current report

of these provisions through guidance, as opposed to regulation, for the initial years. HHS has and will continue to issue and

Current report

update guidance as these programs are implemented, although the drug price negotiation program is currently subject to

Current report

legal challenges. In addition, the IRA delayed the final rule removing safe harbor protection for price reductions given by

Current report

pharmaceutical manufacturers to plan sponsors under Part D, either directly or through PBMs, unless the price reduction is

Current report

required by law, until 2032. In July 2025, the government enacted the One Big Beautiful Bill Act (the “OBBBA”), which

Current report

included reforms to programs such as Medicaid and restrictions for certain groups to access the Affordable Care Act

Current report

Marketplace. These changes may result in an increase in the number of individuals who are unable to access health

Showing the first 40 of 87 passages. Open the source sections for the rest.

Reworded paragraphs (1)

Previous wording

series of risks related to climate change” previously disclosed in our 2024 10-K. If any of these events occurs, our business

Current wording

series of risks related to climate change” previously disclosed in our 2024 10-K. If any of these events occur, our business