What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-02-26 compared with 2025-02-27 · 252 added, 226 removed, 400 unchanged (54% of the section changed)

Our mission is to help Americans get the healthcare they need at a price they can afford.

To achieve this, we are

building the leading, consumer-focused digital healthcare platform in the United States.

Our mission is to help Americans save time and money when filling their medications.

To achieve this, we are building

the leading, consumer-focused digital healthcare platform in the United States.

GoodRx was founded to solve the challenges that consumers face in understanding, accessing, and affording

We started with a price comparison tool for prescriptions, offering consumers free access to lower prices on their

This price comparison platform processes over 360 billion pricing data points every day and integrates that data

into a user-friendly interface which provides consumers with curated, geographically relevant prescription pricing, and

access to negotiated prices through GoodRx codes that can be used to save money on prescriptions across the United

healthcare by removing the friction and inefficiencies in the system.

We started with a price comparison tool for

prescriptions, offering consumers free access to lower prices on their medication.

This price comparison platform processes

over 420 billion pricing data points every day and integrates that data into a user-friendly interface which provides

consumers with dynamic, geographically relevant prescription pricing, and access to negotiated prices through GoodRx

codes that can be used to save money on prescriptions across the United States.

Today, we believe our expanded platform improves the health and financial well-being of American families by providing

easy access to price transparency and affordability solutions for generic and brand medications both for consumers and

healthcare providers, other healthcare services, including telehealth services, and wellness related content.

We believe that

our offerings provide significant savings to consumers, and can help drive greater medication awareness, access and

adherence, faster treatment and better patient outcomes that also benefit the broader healthcare ecosystem and its

stakeholders.

We see exciting growth potential as we continue to attract new consumers through our existing offerings, launch new

offerings to address more of the needs of healthcare consumers, and improve healthcare affordability and access for all

As we extend our platform, we believe that we can create multiple monetization opportunities at different stages

of the consumer healthcare journey, enabling us to drive higher expected consumer lifetime value without significant

healthcare providers, other healthcare product and services, including certain condition-specific end-to-end solutions,

telehealth services, and wellness related content.

We believe that our offerings provide significant savings to consumers,

and can help drive greater medication awareness, access and adherence, faster treatment and better patient outcomes that

also benefit the broader healthcare ecosystem and its stakeholders.

We see exciting growth potential as we continue to expand our role as an essential access and affordability layer across

the healthcare ecosystem – serving consumers, healthcare providers, pharmacies, and pharma manufacturers across the

United States.

As we extend our platform, we believe that we can create multiple monetization opportunities at different

stages of the consumer healthcare journey, enabling us to drive higher expected consumer lifetime value without significant

additional consumer acquisition costs.

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filling a prescription at an affordable price, are often difficult.

This can lead to confusion, inefficiency and unneeded additional

costs for consumers and the healthcare system.

The pharmacy is the de-facto “front door” to American healthcare, with

frequent consumer interaction and engagement.

However, finding affordable prices for prescriptions is complicated by a lack

of price transparency, a confusing reimbursement and insurance landscape and a fragmented marketplace in which the list

prices for the same medication can vary significantly across pharmacies.

We believe that these challenges are driven in part

by a lack of solutions that enable consumers to easily search, discover and access the product or service that they need at

an affordable price.

This can lead to confusion, inefficiency, and unneeded

additional costs for consumers and the healthcare system.

The pharmacy is the de-facto “front door” to American healthcare,

with frequent consumer interaction and engagement.

However, finding affordable prices for prescriptions is complicated by a

lack of price transparency, a confusing reimbursement and insurance landscape, and a fragmented marketplace in which the

list prices for the same medication can vary significantly across pharmacies.

We believe that these challenges are driven in

part by a lack of solutions that enable consumers to easily search, discover, and access the product or service that they

need at an affordable price.

Consumer-focused technology solutions are essential in healthcare given that the stakes involve

peoples’ health and lives.

In July 2025, Congress enacted the One Big Beautiful Bill Act ("OBBBA") which cuts federal funding for Medicaid

among other health insurance programs, as well as tightens eligibility requirements and increases the frequency of Medicaid

coverage determinations.

Further, copays on prescription medication have continued to trend upward in recent years and we

believe as insurance providers and government programs continue to shift the cost burden more to consumers, including

through changes to Affordable Care Act (the "ACA") marketplace subsidies, consumers are now more than ever searching

for sustainable and affordable healthcare solutions which we believe strengthens our value proposition.

Separately, certain

major drug producers and manufacturers have entered into drug pricing agreements with the U.S.

government, and as part

of these agreements, have announced their participation in a new government sponsored direct-to-consumer platform called

“TrumpRx.gov ” ("TrumpRx"), which was launched in February 2026 and designed to offer consumers discounts on their

products and some specialty brands.

GoodRx is a key integration partner for pharma manufacturers offering discounted

cash prices on TrumpRx at launch.

Any potential impact of TrumpRx or similar initiatives on our business, offerings, or

results of operations are unclear at this time but may be significant.

With the introduction of these federal initiatives,

including the renewed focus on Most-Favored-Nation pricing, the market is shifting decisively toward greater transparency

and direct-to-consumer access.

Our Market Opportunity

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We believe this market opportunity is substantial and estimate the total addressable market ("TAM") for our primary

solutions to be between $600 billion and $710 billion .

solutions to be betwee n $600 billion and $710 billion .

This includes a $581 billion to $691 billion prescription opportunity ,

which is inclusive of our estimated value of prescriptions that are written but not filled, and a $19 billion pharma

manufacturer solutions opportunity.

which is inclusive of our estimated value of prescriptions that are written but not filled, and a $19 billion pharma direct

opportunity .

Prescription Opportunity

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drive significant growth in our prescription opportunity through our ability to continue to provide attractive prescription pricing

to consumers.

Pharma Manufacturer Solutions Opportunity

to consumers and integrating our pricing across existing channels within the healthcare ecosystem.

Pharma Direct (formerly Pharma Manufacturer Solutions) Opportunit y

Brand medications tend to be expensive, and insurance coverage is complicated and may be restrictive.

manufacturers provide affordability solutions, such as co-pay cards, patient assistance programs including point-of-sale

discount programs, and other savings options, so that consumers can access their medications.

We partner with pharma

manufacturers to advertise and integrate these affordability solutions into our platform.

We believe this offering can deliver

incremental margin as we deploy these solutions across our existing base of consumers and visitors, introduce new

solutions, and increase the number of brands and manufacturers with which we work.

manufacturers provide affordability solutions, such as co-pay cards, patient assistance programs, consumer direct pricing

(formerly point-of-sale discount programs) , and other savings options, so that consumers can access their medications.

partner with pharma manufacturers to advertise and integrate these affordability solutions into our platform.

We believe this

offering can deliver incremental margin as we deploy these solutions across our existing base of consumers and visitors,

introduce new solutions, and increase the number of brands and manufacturers with which we work.

Our Value Proposition

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strain on hospital emergency departments and physicians, and improve health outcomes.

◦ Our prescription transactions offering, part of our prescription marketplace, provides curated,

geographically relevant price comparisons and negotiated prices on prescriptions that generate

substantial savings to our consumers.

Our negotiated prices for prescriptions are often cheaper than

the average commercial insurance co-pays.

◦ Our prescription transactions offering, part of our prescription marketplace, provides dynamic,

geographically relevant prescription pricing, and access to negotiated prices that can be used by our

consumers to save money on prescription s .

Our negotiated prices for prescriptions are often cheaper

than the average commercial insurance co-pays.

Access to discounted prices is free for consumers

through our platform.

◦ Our subscription offerings, part of our prescription marketplace, provide consumers and their families

with access to even lower prescription prices on select medications in select pharmacies for a

monthly or annual subscription fee.

Gold also provides mail delivery and discounted access to our

GoodRx Care telehealth services at no additional cost.

◦ Our pharma manufacturer solutions offering provides advertising and integrated consumer

affordability solutions to pharma manufacturers with the goal of improving access to and affordability

of brand medications for consumers.

◦ Our subscription offerings, part of our prescription marketp lace, specifically Gold and RxSmartSaver+

provide consumers and their families with access to even lower prescription prices on select

medications in select pharmacies for a monthly or annual subscription fee.

Gold also provides mail

delivery and discounted access to our GoodRx Care telehealth services at no additional cost.

Additionally, some of our condition-specific subscription programs offer consumers a single solution

for comprehensive care by bundling the clinician visit, prescription (if deemed medically appropriate

by the treating healthcare provider), and related delivery for a single total subscription price.

◦ Our pharma direct offering provides advertising and integrated consumer affordability solutions to

pharma manufacturers with the goal of improving access to and affordability of brand medications for

◦ Our platform provides educational resources to help inform consumers about their healthcare.

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made possible through our robust data sources and staff of experienced researchers.

• Healthcare Professionals:

• Healthcare Providers:

Physicians and other healthcare professionals are motivated to help patients, and,

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We help these healthcare professionals improve patient

outcomes by encouraging medication adherence and providing a consumer-friendly service.

In addition, our

Provider Mode platform provides healthcare providers with a more customized experience and tools to support

patients throughout their healthcare journey.

Further, we are able to integrate our pricing information and

GoodRx codes directly into Electronic Health Record (“EHR”) systems, enabling healthcare professionals to

provide prices from our platform directly to their patients at the point of prescribing, including via EHR-sent text

messages and emails.

We help physicians engage with patients more efficiently through our products and

outcomes by encouraging medication adherence and providing a consumer-friendly service, including access

to prescription delivery services.

In addition, our Provider Mode platform provides healthcare providers with a

more customized experience and tools to support patients throughout their healthcare journey.

Further, we are

able to integrate our pricing information and GoodRx codes directly into Electronic Health Record (“EHR”)

systems, enabling healthcare professionals to provide prices from our platform directly to their patients at the

point of prescribing, including via EHR-sent text messages and emails.

We help physicians engage with

patients more efficiently through our products and services.

• Healthcare Companies:

PBMs, pharmacies and pharma manufacturers use our platform to reach and provide

affordability solutions to consumers.

We play a valuable role within the healthcare ecosystem by aggregating,

normalizing, and presenting information from all of these constituents on a single platform for the consumer.

Through the deep relationships that we have developed with these stakeholders over many years, we are able

to continually improve our offerings and achieve better pricing outcomes for consumers.

PBMs, pharmacies, and pharma manufacturers use our platform to reach and

provide affordability solutions to consumers.

We play a valuable role within the healthcare ecosystem by

aggregating, normalizing, and presenting information from all of these constituents on a single platform for the

Through the deep relationships that we have developed with these stakeholders over many years,

we are able to continually improve our offerings and achieve better pricing outcomes for consumers.

◦ Pharmacy Benefit Managers:

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many of our PBM partners, we are their only significant direct-to-consumer channel.

To date, no PBM

has terminated a relationship with GoodRx, Inc., which highlights the strength of our relationships

alongside the value we deliver.

significant PBM has terminated a relationship with GoodRx, Inc., which highlights the strength of our

relationships alongside the value we deliver.

◦ Pharmacies:

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websites, and know how to apply GoodRx codes at the point of sale.

Additionally, we enter into direct

We also enter into direct

contractual agreements with select pharmacies to provide consumers access to discounted prices

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nearly every retail pharmacy in the United States.

Additionally, pharmacies also acces s our

prescription delivery services to reach more consumers.

◦ Pharma Manufacturers:

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healthcare industry.

We structure and normalize the presentation of the data to give consumers curated, geographically

relevant pricing information that is accessible through our apps or websites for free.

We structure and normalize the presentation of the data to give consumers dynamic, geographically

relevant prescription pricing that is accessible through our apps or websites for free.

By normalize, we refer to a process of

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This results in

high repeat activit y, which refers to the second and later use of our discounted prices by a single GoodRx consumer, on our

high repeat activity, which refers to the second and later use of our discounted prices by a single GoodRx consumer, on our

We track prices and update our database on a daily basis, which helps ensure that consumers have access to

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Our pricing sources span the healthcare industry and include PBMs, pharmacies, pharma manufacturers, patient

assistance programs, and others, making it difficult to replicate the data we possess and share with consumers.

it is important to work with as many of the key stakeholders of the healthcare industry as possible in order to increase the

affordability options for our consumers.

Our broad set of long-term relationships across the industry, combined with our

proprietary platform, allows us to present highly competitive prices to consumers.

assistance programs, consumer direct pricing, and others, making it difficult to replicate the data we possess and share with

We believe it is important to work with as many of the key stakeholders of the healthcare industry as possible in

order to increase the affordability options for our consumers.

Our broad set of long-term relationships across the industry,

combined with our proprietary platform, allows us to present highly competitive prices to consumers.

PBMs are the most common source of pricing information.

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increase our scale, which we believe over time leads to lower prices for our consumers.

We h ave steadily increased the

We have steadily increased the

number of PBMs with which we work over time.

To date, no PBM has terminated a relationship with GoodRx, Inc.

contract with a PBM were to be terminated, many of our contracts require the PBM to continue to pay us for activity by

consumers originally directed to their pricing by us, even subsequent to the contract termination.

To date, no significant PBM has terminated a relationship with GoodRx, Inc.

Even if a contract with a PBM were to be terminated, many of our contracts require the PBM to continue to pay us for activity

by consumers originally directed to their pricing by us, even subsequent to the contract termination.

The ongoing payment

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our partner pharmacy as compensation for processing the consumer's claim at the point of sale .

In addition to prescription

pricing, we also provide other prescription related offerings and solutions to our customers including facilitating the

processing of claims and delivery services.

Subscription Offerings

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leverage our relationships across the healthcare ecosystem and our product expertise to provide subscribers with even

greater savings and convenience at select pharmacies.

Our subscription offerings are designed to be easy to use and

provide subscribers with added benefits and features, such as increased discounts on prescription prices, discounted virtual

care visits, and free home delivery on eligible medications.

greater savings and convenience at select pharmacies through some of our subscription offerings.

Our subscription offerings

are designed to be easy to use and provide subscribers with added benefits and features, such as, where applicable,

increased discounts on prescription prices, discounted virtual care visits, or free home delivery on eligible medications.

We offer a subscription savings program whereby subscribers generally pay a monthly or annual fee for

access to even lower prices in select participating pharmacies amongst other benefits, including a mail delivery

feature and discounted virtual care visits.

• Partnership Subscriptions:

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until the program sunset in July 2024.

Pharma Manufacturer Solutions Offering

In 2025, we partnered with select pharmacies to offer our brand

medication savings solution, RxSmartSaver+ , to their consumers for a monthly or annual fee.

• Condition-Specific Subscriptions:

We first launched condition-specific subscriptions in 2025.

pay a fixed upfront fee for a subscription to gain access to treatments and ongoing support for certain chronic

conditions, including erectile dysfunction, weight management, and hair loss, delivered by our network of

qualified medical professionals who can prescribe medications when appropriate.

Certain of these condition-

specific subscription programs offer consumers a single solution for comprehensive care by bundling the

clinician visit, prescription (if deemed medically appropriate by the treating healthcare provider), and related

delivery for a single total subscription price to make it even easier for consumers to get the care they need.

Pharma Direct Offering

Brand medications tend to be expensive, and insurance coverage is complicated and may be restrictive.

many consumers are not able to access or afford their medications.

Pharma manufacturers provide affordability solutions such as co-pay cards, patient assistance programs, care portals

and other savings options so that consumers can access their medications.

We partner with pharma manufacturers to

advertise and integrate these affordability solutions into our platform.

For example, our point-of-sale discount programs help

lower the cash price of certain branded medications for consumers at the pharmacy counter with little friction, and are

increasingly being used by pharma manufacturers to reach more patients.

Pharma manufacturers provide affordability solutions such as co-pay cards, patient assistance programs, consumer

direct pricing, care portals, and other savings options so that consumers can access their medications.

We partner with

pharma manufacturers to advertise and integrate these affordability solutions into our platform.

For example, our consumer

direct pricing help lower the cash price of certain branded medications for consumers at the pharmacy counter with little

friction, and are increasingly being used by pharma manufacturers to reach more patients.

We believe our trusted brand, large volume of high intent consumers and easy-to-use interface make our platform

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adherence and can lead to faster treatment and better patient outcomes.

We believe our pharma manufacturer solutions offering delivers a product that both increases overall consumer

satisfaction and drives incremental consumer lifetime value at a low incremental cost to us.

We believe our pharma direct offering delivers a product that both increases overall consumer satisfaction and drives

incremental consumer lifetime value at a low incremental cost to us.

We expect to grow this offering through further engagement with pharma manufacturers.

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understand prescription pricing, or that are not aware of tools such as our platform, will begin using our

• Deepen Relationships with Retail Pharmacies:

We aim to further strengthen and expand our relationships

with retail pharmacy partners to enhance pricing competitiveness, improve the consumer experience at the

point of sale, and drive increased prescription volume.

By leveraging our scale, data insights, and integrated

technology solutions, we aim to align incentives with pharmacy partners, support operational efficiency, and

expand the breadth and depth of offerings available to consumers across our network.

• Invest in Product Offerings:

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We have a multi-prong approach for this strategy which includes:

◦ Pharma Manufacturer Solutions Offering:

We believe our trusted brand, large volume of high intent

consumers and easy-to-use consumer experience make our offering highly attractive to pharma

manufacturers.

The solutions offered by pharma manufacturers on our platform can increase the

likelihood that consumers will start to take or continue to take their prescribed medication.

continue to expand the number of pharma manufacturers with which we work, increase brand

penetration, and increase the number of solutions each of them uses, as well as enhance our existing

offerings and introduce new integrated technology solutions that will allow manufacturers to interact

with our consumer base more effectively.

◦ Pharma Direct Offering:

We believe our trusted brand, large volume of high intent consumers and

easy-to-use consumer experience make our offering highly attractive to pharma manufacturers.

solutions offered by pharma manufacturers on our platform can increase the likelihood that

consumers will start to take or continue to take their prescribed medication.

We plan to continue to

expand the number of pharma manufacturers with which we work, increase brand penetration, and

increase the number of solutions each of them uses, as well as enhance our existing offerings and

introduce new integrated technology solutions that will allow manufacturers to interact with our

consumer base more effectively.

◦ Subscription Offerings:

We believe our subscription offerings, and our Gold subscription offering in

particular, have higher l ifetime value than our prescription transactions offering .

We will continue to

increase the value proposition for consumers by bundling various existing and new offerings in

affordable and consumer-friendly subscription packages.

We believe our subscription offerings have higher lifetime value than our

prescription transactions offering .

We will continue to increase the value proposition for consumers by

bundling various existing and new offerings in affordable and consumer-friendly subscription

• Future Expansion Opportunities:

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customized experience and tools to support patients throughout their healthcare journey, among others.

continue to grow our brand awareness and consumer base, selling additional products and services into our

large acquired base will drive an attractive incremental margin opportunity.

Additionally, we introduced Employer Direct, a new platform designed to help employers address gaps in

traditional insurance coverage by pairing their existing benefits with integrated cash pricing in order to expand

affordability and access for their employees.

As we continue to grow our brand awareness and consumer

base, selling additional products and services into our large acquired base will drive an attractive incremental

margin opportunity.

• Pursue Strategic Partnerships and Acquisitions:

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We have entered into a number of strategic agreements in recent years.

For example, in 2022 ,

we began to enter into direct contractual agreements with select pharmacies to complement the existing

contractual agreements with our PBM partners.

In addition, starting in 2023, we engaged with several PBM

partners for our integrated savings program , which integrates our competitive discounts and pricing in a

seamless experience at the pharmacy counter for eligible plan members they serve.

Eligible plan members

only need to utilize their existing benefit card at their preferred in-network pharmacy to benefit from our

discounts and pricing, with no further action required.

As part of our business strategy, we will continue to

pursue strategic opportunities, including commercial relationships and acquisitions, to strengthen our market

position and enhance our capabilities.

For example, starting in

2023, we engaged with several PBM partners for our integrated savings program, which integrates our

competitive discounts and pricing in a seamless experience at the pharmacy counter for eligible plan members

Eligible plan members only need to utilize their existing benefit card at their preferred in-network

pharmacy to benefit from our discounts and pricing, with no further action required.

In 2025, we continued to

grow our consumer direct pricing and announced a collaboration with a pharmaceutical manufacturer to offer

eligible patients nationwide two of the most in-demand GLP-1 medications at a significantly lower cash price

through our platform.

As part of our business strategy, we will continue to pursue strategic opportunities,

including commercial relationships and acquisitions, to strengthen our market position and enhance our

capabilities.

• Drive Shareholder Value:

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investments to where they are most needed while delivering to consumers what they have come to expect

from GoodRx .

Competition and Industry Participants

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breadth of their offerings.

• In prescriptions discounts and price comparisons, our competition is fragmented and consists of competitors

• In prescription discounts and price comparisons, our competition is fragmented and consists of competitors

that are both larger and smaller than us in scale, including large e-commerce companies.

• Our pharma manufacturer solutions offering competes for advertising and market access budget allocation

against platforms on which manufacturers can reach consumers, including health-related websites and mobile

apps, and services supporting patient access.

We believe that our trusted brand and our platform allows us to

engage patients about the cost of their brand medications.

• Our pharma direct offering competes for advertising and market access budget allocation against platforms on

which manufacturers can reach consumers, including health-related websites and mobile apps, and services

supporting patient access.

We believe that our trusted brand and our platform allows us to engage patients

about the cost of their brand medications.

There is currently significant concentration in the U.S.

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If we are unable to

retain favorable contractual arrangements with our PBM partners, including any successor PBMs should there be further

consolidation of PBMs, we may lose them as customers, or the negotiated rates provided by such PBMs may become less

competitive, which could have an adverse impact on our platform.

retain favorable contractual arrangements with our PBM partners and partner pharmacies, including any successor PBMs

should there be further consolidation of PBMs or pharmacies, we may lose them as customers and partners, as applicable,

or the negotiated rates provided by such PBMs or directly through such partner pharmacies may become less competitive,

which could have an adverse impact on our platform.

A limited number of PBMs generate a significant percentage of the discounted prices that we present through our

platform and, as a result, we generate a significant portion of our revenue from contracts with a limited number of PBMs.

work with dozens of PBMs that maintain cash networks and prices, and the number of PBMs we work with has significantly

increased over time, limiting the extent to which any one PBM contributes to our overall revenue;

however, we may not

expand beyond our existing PBM partners and the number of our PBM partners may even decline.

For additional

information, see “We rely on a limited number of industry participants.” in Part I, Item 1A, “Risk Factors” included elsewhere

in this Annual Report on Form 10-K.

work with dozens of PBMs that maintain cash networks and prices , and the number of PBMs we work with has increased

over time, limiting the extent to which any one PBM contributes to our overall revenue;

however, we may not expand beyond

our existing PBM partners and the number of our PBM partners may even decline.

For additional information, see “ We rely

on a limited number of industry participants .” in Part I, Item 1A, “Risk Factors” included elsewhere in this Annual Report on

Intellectual Property

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to our success.

Our patents and patent applications relate to software and services, including our ability to combine prices from multiple

Our patents and patent application relate to software and services, including our ability to combine prices from multiple

PBMs together in a single consumer interface.

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engagement, and customer loyalty.

Drawing from the success of "Giving Season" first introduced in 2023, a year-end initiative to encourage employee

involvement in charitable acts, our philanthropic efforts in 2024 were focused on enhancing the Company’s culture of

volunteering by hosting in-office and virtual volunteering activities for our employees.

For example, we hosted our first

Company-wide "Volunteer Day", where we partnered with local nonprofit organizations to support and create a lasting

impact in our communities across the country by engaging in a variety of tasks, including woodworking and constructing

garden benches, painting back-to-school posters for students, and cleaning up public beaches and parks.

employees were also invited to participate through virtual volunteering activities.

In 2024, we continued to expand the spirit of philanthropy and social impact into different areas of the broader

organization.

Our Community Resource Groups ("CRGs") also included a philanthropy component to their schedule of

events during their respective months of reflection and celebration.

During Black History Month, we partnered with a Los

Angeles-based organization to provide recently-housed families with care packages assembled by our employees in the

Santa Monica office.

Further, during Pride Month, we hosted a clothing drive across the Company to benefit a local thrift

store that helps fund HIV care and services in the community.

Our People and Culture

Our people are essential to our success .

Our mission is to build and cultivate an inclusive culture that reflects the

diversity of the patients, partners and communities we serve.

We believe that advocating for and putting people first, leading

with empathy, and building trust across our organization are core to our success.

We prioritize providing a safe, rewarding

and respectful workplace where our people have the opportunities to pursue career paths based on skills, performance and

We believe that advocating for and putting people first, leading with empathy,

and building trust across our organization are core to our success.

We prioritize providing a safe, rewarding and respectful

workplace where our people have the opportunities to pursue career paths based on skills, performance and potential.

As of December 31, 2025 , we employed 697 employees, all of which are full-time employees .

Of our total employees,

209 are based at our headquarters in Santa Monica, California.

O ur employees are split among the following departments

and functions:

10 principally in customer service, 391 in product development and technology, 206 in sales and marketing,

and 131 in general and administrative functions.

Women make u p 46% (3 35 employees) of our workforce who have chosen

to identify their gender.

Non-white employees make up 48 % (3 36 employees) of our workforce who have chosen to identify

their ethnicity/race.

We strive to build a workforce that can represent the clients, customers and partners that we serve everyday.

successfully launching 5 CRGs in 2023, we carried that momentum in 2024 and built on our previous accomplishments.

example, we incorporated CRG partners into our interview process and partnered with external organizations to further our

inclusion and belonging efforts.

In managing our business, we strive to develop and implement policies and programs that support our business goals,

maintain competitiveness, promote shared fiscal responsibility among our company and our employees, strategically align

talent within our organization and reward performance, while also managing the costs of such policies and programs.

employees are supported with training and development opportunities to pursue their career paths and to promote

compliance with our policies.

We adhere to our code of business conduct and ethics (the "Code of Business Conduct and

Ethics"), which sets forth a commitment to our stakeholders, including our employees, to operate with integrity and mutual

We strive to build a

workforce that supports the full range of consumers, customers, and partners we serve every day .

In managing our

business, we develop and implement policies and programs that support our strategic goals, maintain competitiveness,

promote shared fiscal responsibility among our company and our employees, align talent across the organization and

reward performance while managing the costs of such policies and programs.

Our employees are supported with training

and development opportunities to pursue their career paths and to promote compliance with our policies.

We adhere to our

code of business conduct and ethics (the "Code of Business Conduct and Ethics"), which sets forth a commitment to our

stakeholders, including our employees, to operate with integrity and mutual respect.

We continue to embrace both hybrid and remote working for our employees as we believe that our business continuity

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benefits, paid parental leave, and discretionary vacation.

We foster a tight-knit corporate culture through company events,

team building offsites, happy hours, game and movie nights, and pet-friendly offices.

The biggest perk of all is knowing that

the work performed has a meaningful impact on our consumers.

We foster a collaborative and tight-knit corporate culture through

company events, team building offsites, social gatherings, and pet-friendly offices.

Employees remain motivated by knowing

that their work has a meaningful impact on the consumers we serve.

Government Regulation

Data Privacy and Security Laws

The data we collect and process is an integral part of our products and services, allowing us to ensure our prices are

accurate, surface the most relevant prices and reach consumers with savings information.

We collect and may use personal

information to help run our business (including for analytical and marketing purposes) and to communicate and otherwise

reach our consumers.

In some instances, we may use third party service providers to assist us in the above.

Since we receive, use, transmit, disclose and store personal information, including health-related information, we are

subject to numerous state and federal laws and regulations that address privacy, data protection and the collection, storing,

sharing, use, transfer, disclosure and protection of certain types of data.

Such regulations include the CAN-SPAM Act, the

Telephone Consumer Protection Act of 1991, the federal Health Insurance Portability and Accountability Act of 1996, as

amended by the Health Information Technology for Economic and Clinical Health Act (together with their implementing

regulations, collectively, “HIPAA”), Section 5(a) of the Federal Trade Commission Act, certain state data privacy and security

laws, including, but not limited to, the California Consumer Privacy Act, as amended by the California Privacy Rights Act

(collectively, “CCPA”), Washington State My Health My Data Act and other state data privacy and security laws.

subject to a negotiated settlement with the Federal Trade Commission (the "FTC," and such settlement, the "FTC Order")

which includes, among other things, agreements to effect or maintain, as applicable, certain changes to our business

practices, policies and compliance requirements.

The violation of any such laws and regulations and/or the FTC Order could

result in legal remedies that could materially impact our business or financial performance.

The data we collect and process is an integral part of our products and services, for example, allowing us to ensure our

prices are accurate, surface the most relevant prices and reach consumers with savings information.

We collect and use

personal information, including health-related information, to, among other reasons, help run our business (including for

analytical and marketing purposes) and to communicate and otherwise reach our consumers.

In some instances, we may

use third party service providers to assist us in the above.

Since we receive, use, transmit, disclose, store, and otherwise process personal information, including health-related

information, we are subject to numerous state and federal laws and regulations that address privacy, data protection and the

collection, storing, sharing, use, transfer, disclosure, and protection of this information.

Such laws and regulations include,

but are not limited to, the CAN-SPAM Act, the Telephone Consumer Protection Act of 1991, the Health Insurance Portability

and Accountability Act of 1996, as amended by the Health Information Technology for Economic and Clinical Health Act

(together with their implementing regulations, collectively, “HIPAA”), Section 5(a) of the Federal Trade Commission Act,

certain state data privacy and security laws, including, but not limited to, the California Consumer Privacy Act, as amended

by the California Privacy Rights Act (collectively, “CCPA”), Washington State My Health My Data Act and other state data

privacy and security laws.

We are also subject to a negotiated settlement with the Federal Trade Commission (the "FTC,"

and such settlement, the "FTC Order") which includes, among other things, agreements to effect or maintain, as applicable,

certain changes to our business practices, policies, and compliance requirements.

The violation of any such laws and

regulations and/or the FTC Order could result in legal remedies that could materially impact our business or financial

Our respect for laws and regulations regarding the collection and processing of personal information underlies our

strategy to improve our consumer experience and build trust.

To read more about our approach to privacy laws and the

regulations, please see Part I, Item 1A, “Risk Factors—Risks Related to Our Business—Actual or perceived failures to

comply with applicable data protection, privacy and security, advertising and consumer protection laws, regulations,

To read more about our approach to privacy and security laws

and the regulations, please see Part I, Item 1A, “Risk Factors – Risks Related to Our Business – Actual or perceived failures

to comply with applicable data protection, privacy and security, advertising and consumer protection laws, regulations,

standards, and other requirements could adversely affect our business, financial condition and results of operations .”

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medical services.

These laws implicate a variety of services that we offer, such as our prescription transactions offering,

Gold and Kroger Savings, and may implicate other products we may develop in the future.

These state laws are intended to

protect consumers from fraudulent, unfair or deceptive marketing, sales and enrollment practices by such plans.

possible that other states may enact new requirements or interpret existing requirements to include our programs.

obtain and maintain the required licenses, certifications or registrations to provide these offerings, as well as to abide by

applicable regulations governing these offerings, may result in civil penalties, receipt of cease and desist orders, or a

restructuring of our operations.

These laws implicate a variety of services that we offer and may implicate other products we may develop

in the future.

These state laws are intended to protect consumers from fraudulent, unfair or deceptive marketing, sales and

enrollment practices by such plans.

It is possible that other states may enact new requirements or interpret existing

requirements to include our programs.

Failure to obtain and maintain the required licenses, certifications or registrations to

provide these offerings, as well as to abide by applicable regulations governing these offerings, may result in civil penalties,

receipt of cease and desist orders, or a restructuring of our operations.

State Corporate Practice of Medicine and Fee Splitting Laws

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further information, please see Part I, Item 1A, “Risk Factors – Risks Related to the Healthcare Industry – Our telehealth

offering offered to consumers is subject to various state laws and regulations governing the provision of telehealth services.”

and “Risk Factors—Risks Related to the Healthcare Industry—Our telehealth offering and relationships with our affiliated

physician-owned professional entities may implicate laws governing the practice of medicine and fee-splitting.”

related products and services are subject to various state laws and regulations governing the provision of telehealth

services .” and “Risk Factors – Risks Related to the Healthcare Industry – Our telehealth related products and services and

relationships with our affiliated physician-owned professional entities may implicate laws governing the practice of medicine

and fee-splitting .”

Healthcare Fraud and Abuse Laws

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business