Goosehead Insurance, Inc. — Director's Dealing 2021

Apr 5, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Goosehead Insurance, Inc. (GSHD)
CIK: 0001726978
Period of Report: 2021-04-01

Reporting Person: Delavan Gary (VP of Corporate Sales, 10% Owner, Member of 10% owner group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-04-01	Class A Common Stock	M	700	$10	Acquired	700	Direct
2021-04-01	Class A Common Stock	S	147	$109.683	Disposed	553	Direct
2021-04-01	Class A Common Stock	S	71	$110.6086	Disposed	482	Direct
2021-04-01	Class A Common Stock	S	277	$111.6112	Disposed	205	Direct
2021-04-01	Class A Common Stock	S	205	$112.3284	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-04-01	Employee Stock Options (right to buy)	$10.0	M	700	Disposed	2028-04-26	Class A Common Stock (700.0)	Direct

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.04 to $110.03, 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.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.06 to $111.05, 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 $111.08 to $112.06, 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 $112.10 to $112.62, 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: 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. Delavan's employment is terminated without "cause" or for "good reason" (each as defined in either Mr. Delavan's option award agreement or the Issuer's Amended and Restated Omnibus Incentive Plan) within six month following a "change in control" (as defined in the Issuer's Amended and Restated Omnibus Incentive Plan).