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Filing Details

Accession Number:: 0001736768-23-000009
Form Type:: 13D Filing
Publication Date:: 2023-11-23 19:00:00

Filed By:: Jones Mark Evan
Company:: Goosehead Insurance Inc. (NASDAQ:GSHD)
Filing Date:: 2023-11-24
SEC Url:: 13D Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Sole Voting Power	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
Mark E. Jones	739,891	12,878,407	739,891	12,878,407	13,618,298	35.73%
Robyn Jones	0	340,139	0	340,139	340,139	0.89%
The Mark and Robyn Jones Descendants Trust	0	7,906,142	0	7,906,142	7,906,142	20.74%
The Lanni Elaine Romney Family Trust	0	264,534	0	264,534	264,534	0.69%
The Lindy Jean Langston Family Trust	0	282,734	0	282,734	282,734	0.74%
The Camille LaVaun Peterson Family Trust	0	275,434	0	275,434	275,434	0.72%
The Desiree Robyn Coleman Family Trust	0	276,834	0	276,834	276,834	0.73%
The Adrienne Morgan Jones Family Trust	0	282,734	0	282,734	282,734	0.74%
The Mark Evan Jones, Jr. Family Trust	0	282,734	0	282,734	282,734	0.74%
Serena Jones	0	370,442	0	370,442	370,442	0.97%
Lanni Romney	0	180,291	0	180,291	180,291	0.47%
Lindy Langston	0	215,079	0	215,079	215,079	0.56%
Camille Peterson	0	255,019	0	255,019	255,019	0.67%
Desiree Coleman	0	250,000	0	250,000	250,000	0.66%
Adrienne Jones	0	358,027	0	358,027	358,027	0.94%
Mark E. Jones, Jr	0	312,221	0	312,221	312,221	0.82%
P. Ryan Langston	0	94,838	0	94,838	94,838	0.25%
SLJ Dynasty Trust	0	179,246	0	179,246	179,246	0.47%
Jones	0	82,005	0	82,005	82,005	0.22%
Lindy Langston Spousal Lifetime Access Trust	0	90,270	0	90,270	90,270	0.24%
Lanni Romney Spousal Lifetime Access Trust	0	73,704	0	73,704	73,704	0.19%
Nathan Scott Romney	0	5	0	5	5	0.0000%
Nathan Romney	0	82,500	0	82,500	82,500	0.22%
Ryan Langston	0	82,500	0	82,500	82,500	0.22%
The CP Descendants Trust	0	101,351	0	101,351	101,351	0.27%
SLJ	0	161,094	0	161,094	161,094	0.42%
Chick The Bear Irrevocable Trust	0	78,530	0	78,530	78,530	0.21%

Filing

CUSIP No. 38267D109 Page 1 Schedule 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

(Amendment No. 38)

Under the Securities Exchange Act of 1934

GOOSEHEAD INSURANCE, INC.

(Name of Issuer)

CLASS A COMMON STOCK, PAR VALUE $0.01 PER SHARE

(Title of Class of Securities)

38267D109

(CUSIP Number)

Mark E. Jones

1500 Solana Blvd

Building 4, Suite 4500

Westlake, Texas

(214) 838-5500

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

November 21, 2023

(Dates of Events which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-l(f) or 240.13d-l(g), check the following box. ☐

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 38267D109 Page 2 Schedule 13D/A


1.	Names of Reporting Persons. Mark E. Jones
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 739,891
		8.	Shared Voting Power 12,878,407
		9.	Sole Dispositive Power 739,891
		10	Shared Dispositive Power 12,878,407
11	Aggregate Amount Beneficially Owned by Each Reporting Person 13,618,298 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 35.73%
14	Type of Reporting Person (See Instructions) IN, OO (Trustee)

CUSIP No. 38267D109 Page 3 Schedule 13D/A


1.	Names of Reporting Persons. Robyn Jones
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 340,139
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 340,139
11	Aggregate Amount Beneficially Owned by Each Reporting Person 340,139 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.89%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 4 Schedule 13D/A


1.	Names of Reporting Persons. The Mark and Robyn Jones Descendants Trust 2014
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 7,906,142
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 7,906,142
11	Aggregate Amount Beneficially Owned by Each Reporting Person 7,906,142 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 20.74%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 5 Schedule 13D/A


1.	Names of Reporting Persons. The Lanni Elaine Romney Family Trust 2014
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 264,534
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 264,534
11	Aggregate Amount Beneficially Owned by Each Reporting Person 264,534 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.69%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 6 Schedule 13D/A


1.	Names of Reporting Persons. The Lindy Jean Langston Family Trust 2014
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 282,734
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 282,734
11	Aggregate Amount Beneficially Owned by Each Reporting Person 282,734 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.74%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 7 Schedule 13D/A


1.	Names of Reporting Persons. The Camille LaVaun Peterson Family Trust 2014
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 275,434
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 275,434
11	Aggregate Amount Beneficially Owned by Each Reporting Person 275,434 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.72%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 8 Schedule 13D/A


1.	Names of Reporting Persons. The Desiree Robyn Coleman Family Trust 2014
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 276,834
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 276,834
11	Aggregate Amount Beneficially Owned by Each Reporting Person 276,834 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.73%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 9 Schedule 13D/A


1.	Names of Reporting Persons. The Adrienne Morgan Jones Family Trust 2014
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 282,734
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 282,734
11	Aggregate Amount Beneficially Owned by Each Reporting Person 282,734 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.74%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 10 Schedule 13D/A


1.	Names of Reporting Persons. The Mark Evan Jones, Jr. Family Trust 2014
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 282,734
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 282,734
11	Aggregate Amount Beneficially Owned by Each Reporting Person 282,734 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.74%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 11 Schedule 13D/A


1.	Names of Reporting Persons. Serena Jones
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization Canada
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 370,442
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 370,442
11	Aggregate Amount Beneficially Owned by Each Reporting Person 370,442 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.97%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 12 Schedule 13D/A


1.	Names of Reporting Persons. Lanni Romney
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 180,291
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 180,291
11	Aggregate Amount Beneficially Owned by Each Reporting Person 180,291 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.47%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 13 Schedule 13D/A


1.	Names of Reporting Persons. Lindy Langston
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 215,079
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 215,079
11	Aggregate Amount Beneficially Owned by Each Reporting Person 215,079 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.56%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 14 Schedule 13D/A


1.	Names of Reporting Persons. Camille Peterson
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 255,019
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 255,019
11	Aggregate Amount Beneficially Owned by Each Reporting Person 255,019 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.67%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 15 Schedule 13D/A


1.	Names of Reporting Persons. Desiree Coleman
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 250,000
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 250,000
11	Aggregate Amount Beneficially Owned by Each Reporting Person 250,000 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.66%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 16 Schedule 13D/A


1.	Names of Reporting Persons. Adrienne Jones
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 358,027
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 358,027
11	Aggregate Amount Beneficially Owned by Each Reporting Person 358,027 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.94%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 17 Schedule 13D/A


1.	Names of Reporting Persons. Mark E. Jones, Jr.
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 312,221
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 312,221
11	Aggregate Amount Beneficially Owned by Each Reporting Person 312,221 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.82%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 18 Schedule 13D/A


1.	Names of Reporting Persons. P. Ryan Langston
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3.	SEC Use Only
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6.	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7.	Sole Voting Power 0
		8.	Shared Voting Power 94,838
		9.	Sole Dispositive Power 0
		10	Shared Dispositive Power 94,838
11	Aggregate Amount Beneficially Owned by Each Reporting Person 94,838 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.25%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 19 Schedule 13D/A


1	Names of Reporting Persons. SLJ Dynasty Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 179,246
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 179,246
11	Aggregate Amount Beneficially Owned by Each Reporting Person 179,246 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.47%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 20 Schedule 13D/A


1	Names of Reporting Persons. Jones 2020 Irrevocable Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 82,005
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 82,005
11	Aggregate Amount Beneficially Owned by Each Reporting Person 82,005 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.22%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 21 Schedule 13D/A


1	Names of Reporting Persons. Lindy Langston Spousal Lifetime Access Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 90,270
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 90,270
11	Aggregate Amount Beneficially Owned by Each Reporting Person 90,270 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.24%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 22 Schedule 13D/A


1	Names of Reporting Persons. Lanni Romney Spousal Lifetime Access Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 73,704
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 73,704
11	Aggregate Amount Beneficially Owned by Each Reporting Person 73,704 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.19%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 23 Schedule 13D/A


1	Names of Reporting Persons. Nathan Scott Romney
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 5
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 5
11	Aggregate Amount Beneficially Owned by Each Reporting Person 5 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.0000%
14	Type of Reporting Person (See Instructions) IN

CUSIP No. 38267D109 Page 24 Schedule 13D/A


1	Names of Reporting Persons. Nathan Romney 2021 Family Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 82,500
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 82,500
11	Aggregate Amount Beneficially Owned by Each Reporting Person 82,500 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.22%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 25 Schedule 13D/A


1	Names of Reporting Persons. Ryan Langston 2021 Family Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 82,500
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 82,500
11	Aggregate Amount Beneficially Owned by Each Reporting Person 82,500 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.22%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 26 Schedule 13D/A


1	Names of Reporting Persons. The CP Descendants' Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 101,351
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 101,351
11	Aggregate Amount Beneficially Owned by Each Reporting Person 101,351 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.27%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 27 Schedule 13D/A


1	Names of Reporting Persons. SLJ 2023 Grantor Retained Annuity Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 161,094
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 161,094
11	Aggregate Amount Beneficially Owned by Each Reporting Person 161,094 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.42%
14	Type of Reporting Person (See Instructions) OO (Trust)

CUSIP No. 38267D109 Page 28 Schedule 13D/A


1	Names of Reporting Persons. Chick & The Bear Irrevocable Trust
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) ☒ (b) ☐
3	SEC Use Only
4	Source of Funds (See Instructions) OO
5	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ☐
6	Citizenship or Place of Organization U.S.A.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	Sole Voting Power 0
		8	Shared Voting Power 78,530
		9	Sole Dispositive Power 0
		10	Shared Dispositive Power 78,530
11	Aggregate Amount Beneficially Owned by Each Reporting Person 78,530 shares of Class A Common Stock
12	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ☐
13	Percent of Class Represented by Amount in Row (11) 0.21%
14	Type of Reporting Person (See Instructions) OO (Trust)

Item 1. Security and Issuer

This statement on Schedule 13D/A (this "Statement") relates to the Reporting Persons’ (as defined in Item 2 below) beneficial ownership interest in the Class A common stock, par value $0.01 per share (the "Class A Common Stock"), of Goosehead Insurance, Inc., a Delaware corporation (the "Issuer"). The principal executive offices of the Issuer are located at 1500 Solana Blvd, Building 4, Suite 4500, Westlake, Texas 76262.

Item 2. Identity and Background

(a) This Schedule 13D/A is being filed pursuant to joint filing agreements filed as Exhibit 1, Exhibit 1.1, Exhibit 1.2, and Exhibit 1.3 hereto by:

1. Mark E. Jones

2. Robyn Jones

3. The Mark and Robyn Jones Descendants Trust 2014

CUSIP No. 38267D109 Page 29 Schedule 13D/A

4. The Lanni Elaine Romney Family Trust 2014

5. The Lindy Jean Langston Family Trust 2014

6. The Camille LaVaun Peterson Family Trust 2014

7. The Desiree Robyn Coleman Family Trust 2014

8. The Adrienne Morgan Jones Family Trust 2014

9. The Mark Evan Jones, Jr. Family Trust 2014

10. Serena Jones

11. Lanni Romney

12. Lindy Langston

13. Camille Peterson

14. Desiree Coleman

15. Adrienne Jones

16. Mark E. Jones, Jr.

17. P. Ryan Langston

18. SLJ Dynasty Trust

19. Jones 2020 Irrevocable Trust

20. Lindy Langston Spousal Lifetime Access Trust

21. Lanni Romney Spousal Lifetime Access Trust

22. Nathan Romney

23. The CP Descendants' Trust

24. Nathan Romney 2021 Family Trust

25. Ryan Langston 2021 Family Trust

26. Chick & The Bear Irrevocable Trust

27. SLJ 2023 Grantor Retained Annuity Trust

The foregoing entities and persons are referred to collectively as the "Reporting Persons."

In connection with the closing of the Issuer’s initial public offering (the "IPO") of the Issuer’s Class A Common Stock, the Issuer effected certain reorganization transactions. The Issuer entered into an amended and restated limited liability company agreement with the continuing members of Goosehead Financial, LLC, a Delaware limited liability company ("Goosehead Financial"), pursuant to which such members and their permitted transferees will be entitled to exchange their shares of Class B common stock of the Issuer, par value $0.01 per share (the "Class B Common Stock"), together with an equal number of limited liability company units ("LLC Units") in Goosehead Financial, for an equal number of shares of the Issuer’s Class A Common Stock.

Pursuant to a Voting Agreement dated as of May 1, 2018, as amended and restated on August 6, 2019, June 12, 2020, and September 18, 2020 by and among the Issuer and the Reporting Persons (the "First Voting Agreement") and a Voting Agreement dated as of February 24, 2021 (the "Second Voting Agreement" and together with the First Voting Agreement, the "Voting Agreements"), the Reporting Persons have agreed to vote all shares of the Issuer’s voting stock, including the Class A Common Stock and Class B Common Stock, then held by them together on all matters submitted to the Issuer’s common stockholders in the manner referred to under Item 6 below and in Exhibit 5 and Exhibit 5.1 respectively. The Issuer’s Class A Common Stock and Class B Common Stock vote together as a single class on substantially all matters submitted to the stockholders of the Issuer for approval. The Class A Common Stock carries one vote per share, and the Class B Common Stock currently carries one vote per share.

(b) The business address of each of the Reporting Persons is c/o the Issuer, 1500 Solana Blvd, Building 4, Suite 4500, Westlake, Texas 76262.

CUSIP No. 38267D109 Page 30 Schedule 13D/A


Name						Principal Occupation (at Issuer)
Mark E. Jones						Chairman, Director and Chief Executive Officer
Robyn Jones						Vice Chairman, Director
Mark E. Jones, Jr.						Chief Financial Officer
P. Ryan Langston						Special Advisor to the Board of Directors
Serena Jones						Administrative Service Agent, Retired
Lanni Romney						Attorney (not at Issuer)
Camille Peterson						Entrepreneur (not at Issuer)
Lindy Langston						Attorney (not at Issuer)
Adrienne Jones						Dentist (not at Issuer)
Desiree Coleman						Investor (not at Issuer)
Nathan Romney						Dentist (not at Issuer)

(d) None of the Reporting Persons has been convicted in a criminal proceeding during the last five years.

(e) None of the Reporting Persons has been party to any civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws during the last five years.

(f) Each natural person identified in this Item 2, other than Serena Jones, is a citizen of the United States. Serena Jones is a citizen of Canada. Each filing entity identified in this Item 2 is organized under the laws of Texas.

Item 3. Source and Amount of Funds or Other Consideration

At the closing of the IPO of the Issuer’s Class A Common Stock, the Issuer entered into an amended and restated limited liability company agreement with the continuing members of Goosehead Financial pursuant to which such members and their permitted transferees are entitled to exchange their LLC Units in Goosehead Financial, together with an equal number of shares of Class B Common Stock (together with an equal number of LLC Units in Goosehead Financial) for an equal number of shares of the Issuer’s Class A Common Stock.

On May 1, 2018, the Issuer issued shares of Class A Common Stock, in the quantities set forth in the table in Item 5 of the Schedule 13D filed on behalf of the Reporting Persons on May 10, 2018, as consideration to purchase indirect ownership interests in Goosehead Management, LLC, a Delaware limited liability company, and Texas Wasatch Insurance Holdings Group, LLC from certain historical owners thereof, including those indicated above, at a price equivalent to $10.00 per share of Class A Common Stock.

Item 4. Purpose of Transaction

The Reporting Persons acquired, and presently hold, Class A Common Stock and Class B Common Stock for investment purposes. Each Reporting Person has signed and is a party to the Voting Agreements described in Item 2 above.

Except as otherwise described herein and Rule 10b5-1 Trading Plans, none of the Reporting Persons currently has any plans or proposals that would result in or relate to any of the transactions or changes listed in Items 4(a) through 4(j) of Schedule 13D. However, as part of their ongoing evaluation of their investment and investment alternatives, the Reporting Persons may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters or make formal proposals to the board of directors of the Issuer, other stockholders of the Issuer or other third parties regarding such matters. The Reporting Persons reserve the right to acquire additional securities of the Issuer in the open markets, in privately negotiated transactions (which may be with the Issuer or with third parties) or otherwise, to dispose of all or a portion of their holdings of securities of the Issuer or to change their intention with respect to any or all of the matters referred to in this Item 4.

Item 5. Interest in Securities of the Issuer

(a) and (b) The Reporting Persons as of November 22, 2023, (i) hold 97.10% of the outstanding Class B Common Stock and collectively control approximately 34.39% of the combined voting power of the Issuer’s common stock and (ii) beneficially own, calculated in accordance with Rule 13d-3, 35.73% of the Issuer’s Class A Common Stock, based on the percentage that

CUSIP No. 38267D109 Page 31 Schedule 13D/A

would be held by the Reporting Persons if they fully converted their shares of Class B Common Stock into shares of Class A Common Stock and no other holders of Class B Common Stock converted their shares of Class B Common Stock. The percentages reported below and in Box 13 above for each Reporting Person reflect such beneficial ownership for each such Reporting Person.


Reporting Person	Number of Shares of Class A Common Stock Owned(1)		Percentage of Class A Common Stock Outstanding(2)
Mark E. Jones	739,891	(3)	1.94	%
Robyn Jones	340,139	(4)	0.89	%
The Mark and Robyn Jones Descendants Trust 2014	7,906,142		20.74	%
The Lanni Elaine Romney Family Trust 2014	264,534		0.69	%
The Lindy Jean Langston Family Trust 2014	282,734		0.74	%
The Camille LaVaun Peterson Family Trust 2014	275,434		0.72	%
The Desiree Robyn Coleman Family Trust 2014	276,834		0.73	%
The Adrienne Morgan Jones Family Trust 2014	282,734		0.74	%
The Mark Evan Jones, Jr. Family Trust 2014	282,734		0.74	%
Serena Jones	370,442		0.97	%
Lanni Romney	180,291		0.47	%
Lindy Langston	215,079		0.56	%
Camille Peterson	255,019		0.67	%
Desiree Coleman	250,000		0.66	%
Adrienne Jones	358,027		0.94	%
Mark E. Jones, Jr.	312,221	(5)	0.82	%
P. Ryan Langston	94,838	(6)	0.25	%
SLJ Dynasty Trust	179,246		0.47	%
Jones 2020 Irrevocable Trust	82,005		0.22	%
Lindy Langston Spousal Lifetime Access Trust	90,270		0.24	%
Lanni Romney Spousal Lifetime Access Trust	73,704		0.19	%
Nathan Romney	5		—	%
The CP Descendants' Trust	101,351		0.27	%
Ryan Langston 2021 Family Trust	82,500		0.22	%
Nathan Romney 2021 Family Trust	82,500		0.22	%
Chick & The Bear Irrevocable Trust	78,530		0.21	%
SLJ 2023 Grantor Retained Annuity Trust	161,094		0.42	%

(1) Each Reporting Person has shared power to vote or dispose all shares listed pursuant to the Voting Agreements described herein except for the shares listed for Mark E. Jones for which he has the sole power to vote or dispose.

(2) Based on the number of shares of Class A Common Stock (24,875,259) issued and outstanding as of November 22, 2023, the date of this report, and assuming all outstanding shares of Class B Common Stock (together with an equal number of LLC Units in Goosehead Financial) beneficially owned by the Reporting Persons (and excluding, for the avoidance of doubt, shares of Class B Common Stock owned by other persons) were exchanged for newly-issued shares of Class A Common Stock on a one-for-one basis.

(3) Includes 367,991 shares of Class A Common Stock issuable upon exercise of options that have vested or will vest within 60 days.

(4) Includes 26,500 shares of Class A Common Stock issuable upon exercise of options that have vested or will vest within 60 days.

(5) Includes 96,668 shares of Class A Common Stock issuable upon exercise of options that have vested or will vest within 60 days.

(6) Includes 89,833 shares of Class A Common Stock issuable upon exercise of options that have vested or will vest within 60 days.

CUSIP No. 38267D109 Page 32 Schedule 13D/A

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, The Mark and Robyn Jones Descendants Trust 2014 converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:


Date	Number of Shares of Class A Common Stock Sold	Weighted Average Price Per Share
11/10/2023	26,862	$71.27
11/13/2023	21,394	$73.93
11/14/2023	42,907	$73.95
11/15/2023	28,404	$73.14
11/16/2023	29,712	$71.23
11/17/2023	32,382	$71.57
11/20/2023	30,203	$73.23
11/21/2023	33,786	$71.70
11/22/2023	4,350	$71.77

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Lindy Langston converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

09/1/2023

10,000

$70.71

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, in part pursuant to a 10b5-1 plan, Lanni Romney converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:


Date	Number of Shares of Class A Common Stock Sold	Weighted Average Price Per Share
09/20/2023	7,500	$76.33
11/22/2023	15,000	$71.74

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Camille Peterson converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

11/15/2023

3,500

$74.42

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Mark E. Jones gifted shares of Class A Common Stock:

Date

Number of Shares of Class A Common Stock Gifted

Weighted Average Price Per Share

11/20/2023

6,950

$0.00

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Lanni Elaine Romney Family Trust 2014 converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

11/20/2023

15,000

$73.33

CUSIP No. 38267D109 Page 33 Schedule 13D/A

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Lindy Jean Langston Family Trust 2014 converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

11/20/2023

15,000

$73.24

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Camille Lavaun Peterson Family Trust 2014 converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

11/20/2023

15,000

$73.06

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Mark Evan Jones Jr. Family Trust 2014 converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

11/21/2023

15,000

$71.21

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Adrienne Morgan Jones Family Trust 2014 converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

11/21/2023

15,000

$71.61

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Desiree Robyn Coleman Family Trust 2014 converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

11/21/2023

15,000

$72.15

Between August 31, 2023 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and November 22, 2023, Lanni Romney Spousal Lifetime Access Trust converted shares of Class B Common Stock into shares of Class A Common Stock which were promptly sold:

Date

Number of Shares of Class A Common Stock Sold

Weighted Average Price Per Share

11/22/2023

15,000

$71.74

(d) Other than as described herein and the beneficiaries of trusts that hold shares of Class A or Class B Common Stock reported herein, no other person is known to have the right to receive and the power to direct the receipt of dividends from, or the proceeds from the sale of, the Class A Common Stock beneficially owned by members of the group.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

In connection with the closing of the IPO, the Issuer effectuated certain reorganization transactions pursuant to which existing members of Goosehead Financial, including the Reporting Persons, obtained beneficial ownership of shares of Class B Common Stock.

CUSIP No. 38267D109 Page 34 Schedule 13D/A

Pursuant to the Amended and Restated Limited Liability Company Agreement of Goosehead Financial dated as of May 1, 2018 (the "Goosehead Financial LLC Agreement"), the Reporting Persons may exchange each share of Class B Common Stock (together with an LLC Unit of Goosehead Financial) for a share of Class A Common Stock on a one-for-one basis. When a share of Class B Common Stock is exchanged for a share of Class A Common Stock, a corresponding share of the Issuer’s Class B Common Stock will automatically be redeemed by the Issuer at par value and canceled. When a share of Class B Common Stock is exchanged for a share of Class A Common Stock, it will not be available for reissuance by the Issuer. See Exhibit 2.

Pursuant to a registration rights agreement entered into by and among the Issuer and certain holders of shares of Class B Common Stock, at any time after the expiration of the lock-up period described below, such holders can require the Issuer to register for resale under the Securities Act of 1933, as amended, the shares of Class A Common Stock issued upon exchange of the shares of Class B Common Stock, subject to specified limitations. The registration rights agreement also provides for customary piggyback rights. See Exhibit 3.

The Issuer entered into a tax receivable agreement with the pre-IPO members of Goosehead Financial effective as of the closing of the IPO that provides for the payment by the Issuer to such members of Goosehead Financial of 85% of the amount of tax benefits, if any, that the Issuer actually realizes (or in some circumstances is deemed to realize) as a result of increases in tax basis (and certain other tax benefits) resulting from purchases or exchanges of membership units of Goosehead Financial. See Exhibit 4.

The Reporting Persons have entered into the Voting Agreements pursuant to which they agreed to vote all their shares of voting stock, including Class A Common Stock and Class B Common Stock, together and in accordance with the instructions of Mark E. Jones on any matter submitted to the common stockholders of the Issuer for a vote. Under the Voting Agreements, the Reporting Persons have given an irrevocable proxy, coupled with an interest, to Mark E. Jones to vote such Reporting Person’s shares of Class A Common Stock and Class B Common Stock. If, for reasons of death, legal incapacity or any other cause, Mark E. Jones is unable to vote or exercise his right to vote, then the Reporting Persons agreed to vote in the manner directed by the Robyn Jones in connection with any such vote. If, for reasons of death, legal incapacity or any other cause, Mark E. Jones and Robyn Jones are unable to vote or exercise their respective rights to vote, then the Reporting Persons agreed to vote in the manner directed by both Ryan Langston and Mark Jones, Jr. in connection with any such vote. See Exhibit 5 (the First Voting Agreement) and Exhibit 5.1 (the Second Voting Agreement).

The foregoing summaries do not purport to be complete, and are qualified in their entirety by reference to the Goosehead Financial LLC Agreement, registration rights agreement, form of lock-up agreement, tax receivable agreement and Voting Agreements, filed herewith as Exhibits 2, 3, 4, 5 and 5.1 respectively and incorporated herein by reference.

Other than the matters disclosed in this Schedule 13D/A, none of the Reporting Persons is party to any contracts, arrangements, understandings, or relationships herein respect to any securities of the Issuer, including but not limited to the transfer or voting of any of the securities, finder’s fees, joint ventures, loan or option agreements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies.

Item 7. Material to be Filed as Exhibits


Exhibit						Description

1						Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (incorporated by reference to Exhibit 99.1 of the statement on Schedule 13D/A filed on behalf of the Reporting Persons with the Securities and Exchange Commission on September 18, 2020)

1.1						Joint Filing Agreement as required by Rule 13-d-1(k)(1) under the Securities Exchange Act of 1934
1.2						Joint Filing Agreement as required by Rule 13-d-a(k)(1) under the Securities Exchange Act of 1934
1.3						Joint Filing Agreement as required by Rule 13-d-a(k)(1) under the Securities Exchange Act of 1934

2						Amended and Restated Limited Liability Company Agreement of Goosehead Financial, LLC (incorporated by reference to Exhibit 2 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

CUSIP No. 38267D109 Page 35 Schedule 13D/A


3						Registration Rights Agreement (incorporated by reference to Exhibit 3 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

4						Tax Receivable Agreement (incorporated by reference to Exhibit 5 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

5						Amended and Restated Voting Agreement (incorporated by reference to Exhibit 5 of the statement of Schedule 13D/A filed on behalf of the Reporting Persons with the Securities and Exchange Commission on September 18, 2020)
5.1						Second Voting Agreement

24.1						Power of Attorney for Robyn Jones (incorporated by reference to Exhibit 24.1 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.2						Power of Attorney for The Mark and Robyn Jones Descendants Trust 2014 (incorporated by reference to Exhibit 24.2 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.3						Power of Attorney for The Lanni Elaine Romney Family Trust 2014 (incorporated by reference to Exhibit 24.3 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.4						Power of Attorney for The Lindy Jean Langston Family Trust 2014 (incorporated by reference to Exhibit 24.4 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.5						Power of Attorney for The Camille LaVaun Peterson Family Trust 2014 (incorporated by reference to Exhibit 24.5 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.6						Power of Attorney for The Desiree Robyn Coleman Family Trust 2014 (incorporated by reference to Exhibit 24.6 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.7						Power of Attorney for The Adrienne Morgan Jones Family Trust 2014 (incorporated by reference to Exhibit 24.7 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.8						Power of Attorney for The Mark Evan Jones, Jr. Family Trust 2014 (incorporated by reference to Exhibit 24.8 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.9						Power of Attorney for Serena Jones (incorporated by reference to Exhibit 24.9 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.10						Power of Attorney for Lanni Romney (incorporated by reference to Exhibit 24.10 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.11						Power of Attorney for Lindy Langston (incorporated by reference to Exhibit 24.11 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.12						Power of Attorney for Camille Peterson (incorporated by reference to Exhibit 24.12 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.13						Power of Attorney for Desiree Coleman (incorporated by reference to Exhibit 24.13 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.14						Power of Attorney for Adrienne Jones (incorporated by reference to Exhibit 24.14 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.15						Power of Attorney for Mark E. Jones, Jr. (incorporated by reference to Exhibit 24.15 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on May 10, 2018)

24.16						Power of Attorney for Ryan Langston (incorporated by reference to Exhibit 24.16 of the statement on Schedule 13DA filed on behalf of the Reporting Persons with the Securities and Exchange Commission on August 6, 2019)

CUSIP No. 38267D109 Page 36 Schedule 13D/A


24.17						Power of Attorney for the Jones 2020 Irrevocable Trust(incorporated by reference to Exhibit 24.31 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on February 24, 2021)
24.18						Power of Attorney for the SLJ Dynasty Trust(incorporated by reference to Exhibit 24.32 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on February 24, 2021)
24.19						Power of Attorney for the Lindy Langston Spousal Lifetime Access Trust(incorporated by reference to Exhibit 24.33 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on February 24, 2021)
24.20						Power of Attorney for Lanni Romney Spousal Lifetime Access Trust(incorporated by reference to Exhibit 24.34 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on February 24, 2021)
24.21						Power of Attorney for Nathan Romney (incorporated by reference to Exhibit 24.35 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on February 24, 2021)
24.22						Power of Attorney for the Nathan Romney 2021 Family Trust(incorporated by reference to Exhibit 24.36 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on February 24, 2021)
24.23						Power of Attorney for the Ryan Langston 2021 Family Trust (incorporated by reference to Exhibit 24.37 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on February 24, 2021)
24.24						Power of Attorney for the CP Descendants' Trust(incorporated by reference to Exhibit 24.38 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on February 24, 2021)
24.25						Power of Attorney for the Chick & The Bear Irrevocable Trust(incorporated by reference to Exhibit 24.25 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on August 4, 2022)
24.26						Power of Attorney for the SLJ 2023 Grantor Retained Annuity Trust (incorporated by reference to Exhibit 24.26 of the statement on Schedule 13D filed on behalf of the Reporting Persons with the Securities and Exchange Commission on August 31, 2023)

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: November 22, 2023

CUSIP No. 38267D109 Page 37 Schedule 13D/A


1	/s/ Mark E. Jones
	Mark E. Jones

2	/s/ Mark E. Jones, Attorney-in-Fact
	Robyn Jones

3	THE MARK AND ROBYN JONES DESCENDANTS TRUST 2014

	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

4	LANNI ELAINE ROMNEY FAMILY TRUST 2014

	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

5	LINDY JEAN LANGSTON FAMILY TRUST 2014

	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

6	CAMILLE LAVAUN PETERSON FAMILY TRUST 2014

	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

7	DESIREE ROBYN COLEMAN FAMILY TRUST 2014

	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

8	ADRIENNE MORGAN JONES FAMILY TRUST 2014

	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

CUSIP No. 38267D109 Page 38 Schedule 13D/A


9	MARK EVAN JONES, JR. FAMILY TRUST 2014

	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

10	/s/ Mark E. Jones, Attorney-in-Fact
	Serena Jones

11	/s/ Mark E. Jones, Attorney-in-Fact
	Lanni Romney

12	/s/ Mark E. Jones, Attorney-in-Fact
	Lindy Langston

13	/s/ Mark E. Jones, Attorney-in-Fact
	Camille Peterson

14	/s/ Mark E. Jones, Attorney-in-Fact
	Desiree Coleman

15	/s/ Mark E. Jones, Attorney-in-Fact
	Adrienne Jones

16	/s/ Mark E. Jones, Attorney-in-Fact
	Mark E. Jones Jr.

17	/s/ Mark E. Jones, Attorney-in-Fact
	Ryan Langston

18	SLJ DYNASTY TRUST
	By:	/s/ Mark E. Jones, Attorney-in-Fact
	Name:	Market E. Jones
	Title:	Attorney-in-Fact

19	JONES 2020 IRREVOCABLE TRUST

	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

CUSIP No. 38267D109 Page 39 Schedule 13D/A


20	LINDY LANGSTON SPOUSAL LIFETIME ACCESS TRUST
	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

21	LANNI ROMNEY SPOUSAL LIFETIME ACCESS TRUST
	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

22	/s/ Mark E. Jones, Attorney-in-Fact
	Nathan Romney

23	THE CP DESCENDANTS' TRUST
	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

24	NATHAN ROMNEY 2021 FAMILY TRUST
	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

25	RYAN LANGSTON 2021 FAMILY TRUST
	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

26	CHICK & THE BEAR IRREVOCABLE TRUST
	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact

27	SLJ 2023 GRANTOR RETAINED ANNUITY TRUST
	By:	/s/ Mark E. Jones
	Name:	Mark E. Jones
	Title:	Attorney-in-Fact