GoodRx Holdings says its financial statements for the quarter and year-to-date periods ended March 31 and June 30, 2026 should no longer be relied upon because the company understated Pharma Direct revenue. The company disclosed the decision in a Form 8-K filed with the Securities and Exchange Commission on November 2.
Its Audit and Risk Committee reached the conclusion October 27 after discussions with management and independent accounting firm KPMG. October 27 is the reported decision date; November 2 is the filing date.
Which information is affected
The filing says the non-reliance conclusion also covers previously issued reports, press releases, earnings releases, investor presentations and other communications describing the affected financial statements and related financial information.
GoodRx says an ongoing committee review found that some Pharma Direct revenue should have been recognized in each affected period but was not. That understated both Pharma Direct revenue and total revenue. The company says it has not identified an impact on previously issued statements for periods before fiscal 2026.
Preliminary figures, not completed restatements
For the six months ended June 30, the filing's table shows a preliminary $29.773 million upward adjustment to total revenue, from $394.417 million to $424.190 million. It also shows a preliminary increase in first-half net income from $9.705 million to $24.552 million. The source table expresses its dollar amounts in thousands; the figures here express the same amounts in millions.
GoodRx cautions that these amounts remain subject to change as it completes its review and restatement process. An expected adjustment in this filing is not a completed amended quarterly report.
What the company says comes next
GoodRx says it is working to file amended Forms 10-Q for the affected periods as soon as practicable. It gives no fixed completion date.
The company is also assessing the effect on financial-reporting controls and its earlier conclusions about disclosure controls. It currently expects to report one or more material weaknesses in internal control over financial reporting at the end of each affected period. That remains an expectation in this filing, rather than a final determination supplied by completed amendments.