GoodRx Holdings Inc.
03/18/2026 | Press release | Distributed by Public on 03/18/2026 14:59
Change in Certifying Accountants (Form 8-K)
Item 4.01. Changes in Registrant's Certifying Accountant
On March 14, 2026, the Audit and Risk Committee of the Board of Directors of GoodRx Holdings, Inc. (the
"Company"), following a competitive proposal process, approved the appointment of KPMG LLP ("KPMG") as the
Company's independent registered public accounting firm for the fiscal year ending December 31, 2026, and approved the
dismissal of PricewaterhouseCoopers LLP ("PwC") as the Company's independent registered public accounting firm.
The audit reports of PwC on the consolidated financial statements of the Company as of and for the years ended
December 31, 2025 and 2024 did not contain any adverse opinion or disclaimer of opinion, nor were they qualified or
modified as to uncertainty, audit scope, or accounting principles.
During the fiscal years ended December 31, 2025 and 2024, and the subsequent interim period through March 14,
2026, there were (i) no disagreements within the meaning of Item 304(a)(1)(iv) of Regulation S-K and the related instructions
thereto with PwC on any matter of accounting principles or practices, consolidated financial statementdisclosure, or auditing
scope or procedure, which disagreements, if not resolved to the satisfaction of PwC, would have caused it to make
reference to the subject matter of the disagreements in connection with its reports on the consolidated financial statements
of the Company for such years, and (ii) no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K and
the related instructions thereto.
The Company has provided PwC with a copy of the disclosures under this Current Report on Form 8-K and has
requested that PwC furnish a letter addressed to the U.S. Securities and Exchange Commission stating whether it agrees
with the statements contained herein and, if not, stating the respects in which it does not agree. A copy of PwC's letter, dated
March 18, 2026, is filed as Exhibit 16.1 to this Current Report on Form 8-K.
During the fiscal years ended December 31, 2025 and 2024, and during the subsequent interim period through March
14, 2026, neither the Company nor anyone on its behalf consulted with KPMG regarding: (i) the application of accounting
principles to a specific transaction, either completed or proposed, or the type of audit opinion that might be rendered on the
Company's consolidated financial statements, and neither a written report nor oral advice was provided to the Company that
KPMG concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing,
or financial reporting issue, (ii) any matter that was the subject of a disagreement within the meaning of Item 304(a)(1)(iv) of
Regulation S-K, or (iii) any reportable event within the meaning of Item 304(a)(1)(v) of Regulation S-K.
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