Goosehead enters stockholder agreement granting Pre-IPO Holders approval rights over major corporate actions

Goosehead Insurance, Inc.

Settlement of Dollens stockholder lawsuit approved by Delaware Court on June 30, 2026; A&R Stockholders Agreement executed July 8, 2026.
Pre-IPO Holders (Jones family) get approval rights over mergers, large asset deals, equity issuances >$50M, charter/bylaw amendments, new business lines, board size, and executive compensation.
Pre-IPO Holders may designate nominees for majority of board and chair as long as they hold ≥10% of outstanding common stock.
Board can override approval rights if fiduciary duties require, with notice and hearing.
Agreement terminates when Pre-IPO Holders' collective ownership falls below 10%.

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