Form Type: 4/A

SEC EDGAR Link
Accession Number:0001726978-21-000145
Date:2021-08-05
Issuer: GOOSEHEAD INSURANCE, INC. (GSHD)
Original Submission Date:2021-08-06

Reporting Person:

JONES MARK EVAN
C/O GOOSEHEAD INSURANCE, INC.
1500 SOLANA BLVD., BUILDING 4, STE 4500 WESTLAKE, TX 76262

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2021-08-05 M 7,439 a $10.00 293,720 direct
CLASS A COMMON STOCK 2021-08-05 S 7,439 d $120.68 286,201 direct
CLASS B COMMON STOCK 2021-08-06 M 16,425 a $10.00 302,706 direct
CLASS A COMMON STOCK 2021-08-06 S 1,698 d $120.27 300,928 direct
CLASS A COMMON STOCK 2021-08-06 S 1,029 d $121.62 299,899 direct
CLASS A COMMON STOCK 2021-08-06 S 2,735 d $122.55 297,164 direct
CLASS A COMMON STOCK 2021-08-06 S 2,045 d $123.41 295,119 direct
CLASS A COMMON STOCK 2021-08-06 S 7,618 d $124.84 287,501 direct
CLASS A COMMON STOCK 2021-08-06 S 1,300 d $125.37 286,201 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 10.0 2021-08-05 deemed execution date M 7,439 (d) 2028-04-26 class a stock 7,439 $10.00 312,561 direct
EMPLOYEE STOCK OPTIONS (RIGHT TO BUY) 10.0 2021-08-06 deemed execution date M 16,425 (d) 2028-04-26 class a stock 16,425 $10.00 296,136 direct
Footnotes
IDfootnote
f1 this does not reflect shares directly held by the reporting person's spouse, who is independently a reporting person of the issuer.
f2 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $120.00 to $120.99, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this form 4.
f3 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $120.00 to $120.95, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this form 4.
f4 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $121.03 to $122.02, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this form 4.
f5 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $122.03 to $123.02, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this form 4.
f6 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $123.05 to $123.89, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this form 4.
f7 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $124.17 to $125.15, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this form 4.
f8 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $125.29 to $125.49, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this form 4.
f9 one third (1/3rd) of the shares subject to the option shall vest and become exercisable, subject to continued employment, on each of the second, third and fourth anniversaries of the grant date; provided, that all shares subject to the option will vest and become exercisable if mr. jones's employment is terminated without "cause" or for "good reason" (each as defined in either mr. jones's option award agreement or the issuer's omnibus incentive plan) within six month following a "change in control" (as defined in the issuer's omnibus incentive plan).

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