SEC FORM 5 SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported.
Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
Jones Robyn Mary Elizabeth

(Last) (First) (Middle)
C/O GOOSEHEAD INSURANCE, INC.
1500 SOLANA BLVD., BUILDING 4, STE 4500

(Street)
WESTLAKE TX 76262

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Goosehead Insurance, Inc. [ GSHD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) X Other (specify below)
Member of 10% owner group
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Class A Common Stock 02/12/2020 G(1) 5,500 D $0 333,790 D
Class A Common Stock 06/23/2020 G(1) 27,500 D $0 333,790 D
Class A Common Stock 08/26/2020 G(1) 1,100 D $0 333,790 D
Class B Common Stock 12/29/2020 G(2) 101,351 A $0 12,723,282 I(3) By Trust(4)
Class B Common Stock 182,349 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
LLC Units in Goosehead Financial, LLC $0.0 12/29/2020 G 101,351 (5) (5) Class A Common Stock 101,351 $0 12,723,282 I By Trust(4)
LLC Units in Goosehead Financial, LLC $0.0 (5) (5) Class A Common Stock 182,349 182,349 D
Explanation of Responses:
1. This transaction involved a gift of securities by the reporting person. The total holdings reflected in the Forms 4 filed by the reporting person since the dates of the gifts reported hereby were previously reduced to reflect such gifts, as described in footnotes to such Form 4s.
2. Camille Peterson transferred shares of Class B Common Stock as a gift for no consideration to the CP Descendants' Trust of which Mark and Robyn Jones are co-trustees.
3. This does not reflect shares directly held by the reporting person's spouse, who is independently a reporting person of the issuer.
4. Reflects shares of Class A Common Stock, shares of Class B Common Stock or LLC Units, as applicable, held in trust for which the reporting person serves as a trustee and of which immediate family members of the reporting person are beneficiaries.
5. Each LLC Unit, together with a share of Class B common stock, may be converted by the holder into one share of Class A common stock at any time. The LLC Units do not expire.
Remarks:
/s/ P. Ryan Langston, as Attorney-in-Fact for Robyn Mary Elizabeth Jones 02/12/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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