SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Abdiel Capital Management, LLC (Last) (First) (Middle) C/O ABDIEL CAPITAL 90 PARK AVENUE, 29TH FLOOR (Street) NEW YORK NY 10016 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/30/2021	3. Issuer Name and Ticker or Trading Symbol GoodRx Holdings, Inc. [ GDRX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	7,610,538(1)	I	By Funds(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Abdiel Capital Management, LLC (Last) (First) (Middle) C/O ABDIEL CAPITAL 90 PARK AVENUE, 29TH FLOOR (Street) NEW YORK NY 10016 (City) (State) (Zip)

1. Name and Address of Reporting Person* Abdiel Qualified Master Fund LP (Last) (First) (Middle) C/O ABDIEL CAPITAL 90 PARK AVENUE, 29TH FLOOR (Street) NEW YORK NY 10016 (City) (State) (Zip)

1. Name and Address of Reporting Person* Abdiel Capital LP (Last) (First) (Middle) C/O ABDIEL CAPITAL 90 PARK AVENUE, 29TH FLOOR (Street) NEW YORK NY 10016 (City) (State) (Zip)

1. Name and Address of Reporting Person* Abdiel Capital Advisors, LP (Last) (First) (Middle) C/O ABDIEL CAPITAL 90 PARK AVENUE, 29TH FLOOR (Street) NEW YORK NY 10016 (City) (State) (Zip)

1. Name and Address of Reporting Person* Moran Colin T. (Last) (First) (Middle) C/O ABDIEL CAPITAL 90 PARK AVENUE, 29TH FLOOR (Street) NEW YORK NY 10016 (City) (State) (Zip)

Explanation of Responses:

1. Consists of 7,380,361 shares held by Abdiel Qualified Master Fund, LP ("AQMF") and 230,177 shares held by Abdiel Capital, LP ("ACLP") (together, the "Funds").

2. Abdiel Capital Management, LLC is the general partner of AQMF and ACLP and Abdiel Capital Advisors, LP serves as the investment manager of AQMF and ACLP. Colin T. Moran is the managing member of Abdiel Capital Management, LLC and Abdiel Capital Partners, LLC, which is the general partner of Abdiel Capital Advisors, LP. By virtue of the foregoing relationships, each of the Reporting Persons may be deemed to beneficially own the securities held by AQMF and ACLP. Each Reporting Person disclaims beneficial ownership of such securities, except to the extent of its or his pecuniary interest therein.

Remarks:

	/s/ Colin T. Moran as managing member of Abdiel Capital Management, LLC	09/02/2021
	/s/ Colin T. Moran as managing member of Abdiel Capital Management, LLC, general partner of Abdiel Qualified Master Fund, LP	09/02/2021
	/s/ Colin T. Moran as managing member of Abdiel Capital Management, LLC, general partner of Abdiel Capital, LP	09/02/2021
	/s/ Colin T. Moran as managing member of Abdiel Capital Partners, LLC, general partner of Abdiel Capital Advisors, LP	09/02/2021
	/s/ Colin T. Moran, individually	09/02/2021
	** Signature of Reporting Person	Date
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