CUSIP No. 38267D109                    Page 1                    Schedule 13D/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13D/A
(Amendment No. 31)
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)
February 24, 2021
(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
 
575,217
  8.
Shared Voting Power
 
18,667,742
  9.
Sole Dispositive Power
 
575,217
10
Shared Dispositive Power
 
18,667,742
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
19,242,959 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)
 
52.32%
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
 
516,139
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
516,139
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
516,139 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)
 
1.40%
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
 
10,862,927
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
10,862,927
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
10,862,927 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)
 
29.54%
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
 
279,534
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
279,534
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
279,534 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)
 
0.76%
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
 
297,734
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
297,734
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
297,734 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)
 
0.81%
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
 
290,434
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
290,434
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
290,434 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)
 
0.79%
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
 
295,834
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
295,834
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
295,834 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)
 
0.80%
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
 
297,734
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
297,734
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
297,734 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)
 
0.81%
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
 
297,734
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
297,734
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
297,734 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)
 
0.81%
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
 
727,031
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
727,031
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
727,031 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)
 
1.98%
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
 
202,791
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
202,791
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
202,791 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)
 
0.55%
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
 
255,079
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
255,079
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
255,079 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)
 
0.69%
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
 
345,444
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
345,444
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
345,444 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 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
 
403,557
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
403,557
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
403,557 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)
 
1.10%
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
 
486,557
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
486,557
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
486,557 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)
 
1.32%
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
 
385,553
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
385,553
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
385,553 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)
 
1.05%
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
 
5,005
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
5,005
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
5,005 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)
 
0.01%
14
Type of Reporting Person (See Instructions)
 
IN

CUSIP No. 38267D109                    Page 19                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Michael C. Colby
  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
 
490,155
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
490,155
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
490,155 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)
 
1.33%
14
Type of Reporting Person (See Instructions)
 
IN

CUSIP No. 38267D109                    Page 20                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Mark Colby
  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
 
61,160
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
61,160
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
61,160 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)
 
0.17%
14
Type of Reporting Person (See Instructions)
 
IN

CUSIP No. 38267D109                    Page 21                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
The Colby 2014 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
 
815,134
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
815,134
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
815,134 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)
 
2.22%
14
Type of Reporting Person (See Instructions)
 
IN (Trust)

CUSIP No. 38267D109                    Page 22                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
The Preston Michael Colby 2014 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
 
38,896
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
38,896
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
38,896 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)
 
0.11%
14
Type of Reporting Person (See Instructions)
 
IN (Trust)

CUSIP No. 38267D109                    Page 23                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
The Lyla Kate Colby 2014 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
 
38,896
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
38,896
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
38,896 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)
 
0.11%
14
Type of Reporting Person (See Instructions)
 
IN (Trust)


CUSIP No. 38267D109                    Page 24                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Matthew Colby
  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
 
80,000
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
80,000
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
80,000 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)
 
0.22%
14
Type of Reporting Person (See Instructions)
 
IN


CUSIP No. 38267D109                    Page 25                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Michael Moxley
  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
 
99,008
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
99,008
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
99,008 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)
 
IN


CUSIP No. 38267D109                    Page 26                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Gary Delavan
  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
 
96,267
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
96,267
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
96,267 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)
 
0.26%
14
Type of Reporting Person (See Instructions)
 
IN


CUSIP No. 38267D109                    Page 27                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Megan Bailey
  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
 
105,017
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
105,017
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
105,017 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)
 
0.29%
14
Type of Reporting Person (See Instructions)
 
IN


CUSIP No. 38267D109                    Page 28                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Ted Olsen
  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
 
50,045
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
50,045
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
50,045 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)
 
0.14%
14
Type of Reporting Person (See Instructions)
 
IN

CUSIP No. 38267D109                    Page 29                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Brian Pattillo
  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
 
52,509
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
52,509
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
52,509 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)
 
0.14%
14
Type of Reporting Person (See Instructions)
 
IN


CUSIP No. 38267D109                    Page 30                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Amber Burbank-Ach
  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
 
71,427
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
71,427
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
71,427 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)
 
IN


CUSIP No. 38267D109                    Page 31                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Julia Jordan
  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
 
43,696
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
43,696
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
43,696 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)
 
0.12%
14
Type of Reporting Person (See Instructions)
 
IN


CUSIP No. 38267D109                    Page 32                    Schedule 13D/A
  1. 
Names of Reporting Persons.
 
Drew Burks
  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
 
51,167
  9.
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
51,167
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
51,167 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)
 
0.14%
14
Type of Reporting Person (See Instructions)
 
IN

CUSIP No. 38267D109                    Page 33                    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
 
97,943
9
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
97,943
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
97,943 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 34                    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 35                    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)
 
0.25%
14
Type of Reporting Person (See Instructions)
 
OO (Trust)



CUSIP No. 38267D109                    Page 36                    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
 
88,704
9
Sole Dispositive Power
 
0
10
Shared Dispositive Power
 
88,704
11
Aggregate Amount Beneficially Owned by Each Reporting Person
 
88,704 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)
 
0.24%
14
Type of Reporting Person (See Instructions)
 
OO (Trust)

CUSIP No. 38267D109                    Page 37                    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)
 
—%
14
Type of Reporting Person (See Instructions)
 
IN

CUSIP No. 38267D109                    Page 38                    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 39                    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 40                    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)
 
0.28%
14
Type of Reporting Person (See Instructions)
 
OO (Trust)


Item 1. Security and Issuer
This statement on Schedule 13D (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 is being filed pursuant to joint filing agreements filed as Exhibit 1 and Exhibit 1.1 hereto by:
1.    Mark E. Jones
2.    Robyn Jones
3.    The Mark and Robyn Jones Descendants Trust 2014
4.    The Lanni Elaine Romney Family Trust 2014

CUSIP No. 38267D109                    Page 41                    Schedule 13D/A
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.    Michael C. Colby
19.    Mark Colby
20.    The Colby 2014 Family Trust
21.    The Preston Michael Colby 2014 Trust
22.    The Lyla Kate Colby 2014 Trust
23.    Matthew Colby
24.    Michael Moxley
25.    Gary Delavan
26.    Megan Bailey
27.     Ted Olsen
28.    Brian Pattillo
29.    Amber Burbank-Ach
30.    Julia Jordan
31.     Drew Burks
32.    SLJ Dynasty Trust
33.     Jones 2020 Irrevocable Trust
34.     Lindy Langston Spousal Lifetime Access Trust
35.     Lanni Romney Spousal Lifetime Access Trust
36.     Nathan Romney
37.     The CP Descendants' Trust
38.    Nathan Romney 2021 Family Trust
39.    Ryan Langston 2021 Family 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

CUSIP No. 38267D109                    Page 42                    Schedule 13D/A
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 7 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.
(c)    Certain of the Reporting Persons hold positions at the Issuer and its subsidiaries as their principal occupation.
 
Name
 
Principal Occupation (at Issuer)
 
Mark E. Jones Chairman, Director and Chief Executive Officer
Robyn Jones Director and Vice Chairman
Mark E. Jones, Jr. Vice President - Finance
Serena Jones Administrative Service Agent
P. Ryan Langston Vice President and General Counsel
Michael Colby President and Chief Operating Officer
Mark Colby Chief Financial Officer
Matthew Colby Vice President
Michael Moxley Vice President
Gary Delavan Vice President
Megan Bailey Vice President
Ted Olsen Managing Director
Brian Pattillo Vice President
Amber Burbank-Ach Managing Director
Julia Jordan Managing Director
Drew Burks Chief Information Officer
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 entity identified in this Item 2 is organized under the laws of Texas.

CUSIP No. 38267D109                    Page 43                    Schedule 13D/A
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 (i) currently hold 99.40% of the outstanding Class B Common Stock and collectively control approximately 51.99% of the combined voting power of the Issuer’s common stock and (ii) beneficially own, calculated in accordance with Rule 13d-3, 52.32% of the Issuer’s Class A Common Stock, based on the percentage that 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.

CUSIP No. 38267D109                    Page 44                    Schedule 13D/A
 
Reporting Person
 
Number of Shares of
Class A Common Stock Owned(1)
 
Percentage of Class A
Common Stock
Outstanding(2)
 
Mark E. Jones 575,217 
(3)
1.56  %
Robyn Jones 516,139  1.40  %
The Mark and Robyn Jones Descendants Trust 2014 10,862,927  29.54  %
The Lanni Elaine Romney Family Trust 2014 279,534  0.76  %
The Lindy Jean Langston Family Trust 2014 297,734  0.81  %
The Camille LaVaun Peterson Family Trust 2014 290,434  0.79  %
The Desiree Robyn Coleman Family Trust 2014 295,834  0.80  %
The Adrienne Morgan Jones Family Trust 2014 297,734  0.81  %
The Mark Evan Jones, Jr. Family Trust 2014 297,734  0.81  %
Serena Jones 727,031  1.98  %
Lanni Romney 202,791  0.55  %
Lindy Langston 255,079  0.69  %
Camille Peterson 345,444  0.94  %
Desiree Coleman 403,557  1.10  %
Adrienne Jones 486,557  1.32  %
Mark E. Jones, Jr. 385,553  1.05  %
P. Ryan Langston 5,005  0.01  %
Michael Colby 490,155  1.33  %
Mark Colby 61,160  0.17  %
The Colby 2014 Family Trust 815,134  2.22  %
The Preston Michael Colby 2014 Trust 38,896  0.11  %
The Lyla Kate Colby 2014 Trust 38,896  0.11  %
Matthew Colby 80,000  0.22  %
Michael Moxley 99,008  0.27  %
Gary Delavan 96,267 
(4)
0.26  %
Megan Bailey 105,017  0.29  %
Ted Olsen 50,045 

0.14  %
Brian Pattillo 52,509  0.14  %
Amber Burbank-Ach 71,427  0.19  %
Julia Jordan 43,696 
(5)
0.12  %
Drew Burks 51,167 
(6)
0.14  %
SLJ Dynasty Trust 97,943 0.27  %
Jones 2020 Irrevocable Trust 82,005 0.22  %
Lindy Langston Spousal Lifetime Access Trust 90,270 0.25  %
Lanni Romney Spousal Lifetime Access Trust 88,704 0.24  %
Nathan Romney 5 —  %
The CP Descendants' Trust 101,351 0.28  %
Ryan Langston 2021 Family Trust 82,500 0.22  %
Nathan Romney 2021 Family Trust 82,500 0.22  %
(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.

CUSIP No. 38267D109                    Page 45                    Schedule 13D/A
(2)    Based on the number of shares of Class A Common Stock (18,374,682) issued and outstanding as of February 25, 2021, 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 106,667 shares of Class A Common Stock issuable upon exercise of options that have vested or will vest within 60 days of February 24, 2021.
(4)     Includes10,967 shares of Class A Common Stock issuable upon exercise of options that have vested or will vest within 60 days of February 24, 2021.
(5)     Includes 8,333 shares of Class A Common Stock issuable upon exercise of options that have vested or will vest within 60 days of February 24, 2021.
(6)     Includes 4,167 shares of Class A Common Stock issuable upon exercise of options that have vested or will vest within 60 days of February 24, 2021.

(c) Between January 01, 2021 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and February 25, 2021, Gary Delavan exercised options and sold the corresponding shares of Class A Common Stock pursuant to a Rule 10b5-1 Trading Plan as set forth in the table below:
Date Number of Shares of Class A Common Stock Sold Weighted Average Price Per Share
1/4/2021 700  $130.58
Between January 01, 2021 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and February 25, 2021, Ted Olsen exercised options and sold the corresponding shares of Class A Common Stock pursuant to a Rule 10b5-1 Trading Plan as set forth in the table below:
Date Number of Shares of Class A Common Stock Sold Weighted Average Price Per Share
1/4/2021 8,333  $130.59
Between January 1, 2021 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and February 25, 2021, Michael Colby sold shares of Class A Common Stock pursuant to a Rule 10b5-1 Trading Plan as set forth in the table below:
Date Number of Shares of Class A Common Stock Sold Weighted Average Price Per Share
2/4/2021 884  $150.08
2/5/2021 3,300  $150.14
2/8/2021 15,162  $151.00
2/9/2021 20,959  $155.09
2/10/2021 9,695  $155.57

CUSIP No. 38267D109                    Page 46                    Schedule 13D/A
Between January 1, 2021 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and February 25, 2021, Mark Colby sold shares of Class A Common Stock pursuant to a Rule 10b5-1 Trading Plan as set forth in the table below:
Date Number of Shares of Class A Common Stock Sold Weighted Average Price Per Share
1/19/2021 4,000  $140.70
2/4/2021 400  $150.04
2/5/2021 1,703  $150.19
2/8/2021 1,897  $150.55
2/11/2021 4,000  $160.49
Between January 1, 2021 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and February 25, 2021, Lindy Langston transferred shares of Class B Common Stock as a gift for no consideration to the Ryan Langston 2021 Family Trust as set forth in the table below:
Date Number of Shares of Class B Common Stock Transferred Weighted Average Price Per Share
1/26/2021 82,500  N/A - Gift
Between January 1, 2021 (the date following the most recent Schedule 13D/A filed by the Reporting Persons) and February 25, 2021, Lanni Romney transferred shares of Class B Common Stock as a gift for no consideration to the Nathan Romney 2021 Family Trust as set forth in the table below:
Date Number of Shares of Class B Common Stock Transferred Weighted Average Price Per Share
1/28/2021 82,500  N/A - Gift

(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.
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

CUSIP No. 38267D109                    Page 47                    Schedule 13D/A
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, 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
2
3
4
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
24.1
24.2
24.3

CUSIP No. 38267D109                    Page 48                    Schedule 13D/A
24.4
24.5
24.6
24.7
24.8
24.9
24.1
24.11
24.12
24.13
24.14
24.15
24.16
24.17
24.18
24.19
24.20
24.21
24.22
24.23

CUSIP No. 38267D109                    Page 49                    Schedule 13D/A
24.24
24.25
24.26
24.27
24.28
24.29
24.30
24.31
24.32
24.33
24.34
24.35
24.36
24.37
24.38
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: February 25, 2021

CUSIP No. 38267D109                    Page 50                    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 51                    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 /s/ Mark E. Jones, Attorney-in-Fact
Michael C. Colby
19 /s/ Mark E. Jones, Attorney-in-Fact
Mark Colby
20 THE COLBY 2014 FAMILY TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact

CUSIP No. 38267D109                    Page 52                    Schedule 13D/A
21 THE PRESTON MICHAEL COLBY 2014 TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact
22 THE LYLA KATE COLBY 2014 TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact
23 /s/ Mark E. Jones, Attorney-in-Fact
Matthew Colby
24 /s/ Mark E. Jones, Attorney-in-Fact
Michael Moxley
25 /s/ Mark E. Jones, Attorney-in-Fact
Gary Delavan
26 /s/ Mark E. Jones, Attorney-in-Fact
Megan Bailey
27 /s/ Mark E. Jones, Attorney-in-Fact
Ted Olsen
28 /s/ Mark E. Jones, Attorney-in-Fact
Brian Pattillo
29 /s/ Mark E. Jones, Attorney-in-Fact
Amber Burbank-Ach
30 /s/ Mark E. Jones, Attorney-in-Fact
Julia Jordan
31 /s/ Mark E. Jones, Attorney-in-Fact
Drew Burks
32 SLJ DYNASTY TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact

CUSIP No. 38267D109                    Page 53                    Schedule 13D/A
33 JONES 2020 IRREVOCABLE TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact
34 LINDY LANGSTON SPOUSAL LIFETIME ACCESS TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact
35 LANNI ROMNEY SPOUSAL LIFETIME ACCESS TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact
36 /s/ Mark E. Jones, Attorney-in-Fact
Nathan Romney
37 THE CP DESCENDANTS' TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact
38 NATHAN ROMNEY 2021 FAMILY TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact
39 RYAN LANGSTON 2021 FAMILY TRUST
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-in-Fact





Exhibit 1.1
JOINT FILING AGREEMENT
February 25, 2021

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to (i) the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A common stock of Goosehead Insurance, Inc., par value $0.01 per share, and (ii) that this Joint Filing Agreement be included as an exhibit to such joint filing, provided that, as contemplated by Section 13d-1(k)(ii), no person shall be responsible for the completeness and accuracy of the information concerning the other persons making the filing unless such person knows or has reason to believe such information is inaccurate.

The Joint Filing Agreement may be executed in any number of counterparts all of which together shall constitute one and the same instrument.









IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES
By: _/s/ Mark E. Jones_____________

ROBYN JONES

By: _/s/ Mark E. Jones_______________

Name: Mark E. Jones
Title: Attorney-In-Fact


MARK E. JONES, JR.

By: _/s/ Mark E. Jones_______________

Name: Mark E. Jones
Title: Attorney-In-Fact


P. RYAN LANGSTON

By: _/s/ Mark E. Jones_______________

Name: Mark E. Jones
Title: Attorney-In-Fact

THE CP DESCENDANTS’ TRUST

By: _/s/ Mark E. Jones_______________

Name: Mark E. Jones
Title: Attorney-In-Fact

[Signature Page to Joint Filing Agreement]










JONES 2020 IRREVOCABLE TRUST

By: _/s/ Mark E. Jones______________

Name: Mark E. Jones
Title: Attorney-In-Fact

LINDY LANGSTON SPOUSAL LIFETIME ACCESS TRUST

By: _/s/ Mark E. Jones_____________

Name: Mark E. Jones
Title: Attorney-In-Fact

LANNI ROMNEY SPOUSAL LIFETIME ACCESS TRUST

By: _/s/ Mark E. Jones_______________

Name: Mark E. Jones
Title: Attorney-In-Fact


NATHAN ROMNEY

By: _/s/ Mark E. Jones_____________

Name: Mark E. Jones
Title: Attorney-In-Fact



[Signature Page to Joint Filing Agreement]







NATHAN ROMNEY 2021 FAMILY TRUST

By: _/s/ Mark E. Jones_____________

Name: Mark E. Jones
Title: Attorney-In-Fact


RYAN LANGSTON 2021 FAMILY TRUST

By: _/s/ Mark E. Jones_____________

Name: Mark E. Jones
Title: Attorney-In-Fact


SLJ DYNASTY TRUST

By: _/s/ Mark E. Jones_____________

Name: Mark E. Jones
Title: Attorney-In-Fact
[Signature Page to Joint Filing Agreement]



Exhibit 5.1

SECOND VOTING AGREEMENT
 
SECOND VOTING AGREEMENT, dated as of February 24, 2021 (this “Second Voting Agreement”), among Mark E. Jones (the “Mark Jones Holder”), Robyn Jones (the “Robyn Jones Holder”), P. Ryan Langston (the “Ryan Langston Holder”), Mark E. Jones, Jr. (the “Mark Jones, Jr. Holder”), The CP Descendants’ Trust, The Jones 2020 Irrevocable Trust, The Lanni Romney Spousal Lifetime Access Trust, The Lindy Langston Spousal Lifetime Access Trust, Nathan Romney, The Nathan Romney 2021 Family Trust, The Ryan Langston 2021 Family Trust and The SLJ Dynasty Trust (collectively with the Mark Jones Holder, the Robyn Jones Holder, the Ryan Langston Holder and the Mark Jones, Jr. Holder, the “Holders” and each, a “Holder”).
 
WHEREAS, Goosehead Insurance, Inc. (“Pubco”) completed an initial public offering (the “IPO”) of its Class A Common Stock, par value $0.01 per share (“Class A Common Stock”), and, pursuant to a reorganization agreement, immediately prior to the IPO, the Mark Jones Holder, the Robyn Jones Holder, the Ryan Langston Holder, the Mark Jones, Jr. Holder and certain other holders of equity in Goosehead Financial, LLC, a Delaware limited liability company (“Goosehead Financial”), received new units in Goosehead Financial and an equivalent number of shares of Class B Common Stock, par value $0.01 per share, of Pubco (the “Class B Common Stock,” and together with the Class A Common Stock, the “Shares”);
 
WHEREAS, certain holders of units of Goosehead Financial and Shares of Class B Common Stock entered into a voting agreement, dated as of May 1, 2018, as amended and restated on August 6, 2019 and again on June 12, 2020, and again on September 18, 2020 (as so amended and restated, the “First Voting Agreement”), in which they agreed to vote in the same manner as the Mark Jones Holder as set forth therein; and

WHEREAS, the Holders desire to effect an agreement that, consistent with the terms of the First Voting Agreement, the Holders will, as set forth below, agree to vote in the same manner as the Mark Jones Holder.

NOW THEREFORE, the parties hereto agree as follows:
 
ARTICLE 1
Voting Agreement; Grant of Proxy
 
Section 1.01. Voting Agreement. In connection with any meeting of the shareholders of Pubco or any written consent of shareholders of Pubco (each, a “Vote”), each Holder hereby agrees to vote or exercise its right to consent in the manner directed by the Mark Jones Holder in connection with any such Vote. If, for reasons of death, legal incapacity or any other cause, the Mark Jones Holder is unable to vote or exercise his right to vote, then each Holder agrees to vote or exercise its right to consent in the manner directed by the Robyn Jones Holder in connection with any such Vote. If, for reasons of death, legal incapacity or any other cause, the Mark Jones Holder and the Robyn Jones Holder are unable to vote or exercise their respective rights to vote, then each Holder agrees to vote or exercise its right to consent in the manner directed by both the Ryan Langston Holder and the Mark Jones, Jr. Holder in connection with any such Vote.
 
1

Section 1.02. Irrevocable Proxy. Each Holder hereby revokes any and all previous proxies granted with respect to the Shares held by it. By entering into this Second Voting Agreement, each Holder hereby grants a proxy appointing the Mark Jones Holder as such Holder’s attorney-in-fact and proxy, with full power of substitution, for and in such Holder’s name, to vote, express consent or dissent, or otherwise to utilize such voting power in the manner contemplated by Section 1.01 above as the Mark Jones Holder or its proxy or substitute shall, in the Mark Jones Holder’s sole discretion, deem proper with respect to the Shares.
 
If for reasons of death, legal incapacity or any other cause, the Mark Jones Holder is unable to vote or exercise his right to vote, then each Holder hereby grants a proxy appointing the Robyn Jones Holder as such Holders’ attorney-in-fact and proxy, with full power of substitution, for and in such Holders’ name, to vote, express consent or dissent, or otherwise to utilize such voting power in the manner contemplated by Section 1.01 above as the Robyn Jones Holder or its proxy or substitute shall, in the Robyn Jones Holder’s sole discretion, deem proper with respect to the Shares.
 
If for reasons of death, legal incapacity or any other cause, the Mark Jones Holder and the Robyn Jones Holder are unable to vote or exercise their right to vote, then each Holder hereby grants a proxy appointing the Ryan Langston Holder and the Mark Jones, Jr. Holder as such Holder’s attorneys-in-fact and proxies, with full power of substitution, for and in such Holder’s name, to vote, express consent or dissent, or otherwise to utilize such voting power in the manner contemplated by Section 1.01 above as the Ryan Langston Holder or Mark Jones, Jr. Holder or their proxies or substitutes shall, by joint agreement of the Ryan Langston Holder and Mark Jones, Jr. Holder’s, deem proper with respect to the Shares.
 
The proxies granted by each Holder pursuant to this Article 1 are irrevocable and indefinite in duration, and are granted in order to provide a mechanism for the orderly control of Pubco. The proxies granted by each Holder shall extend until the termination of this Second Voting Agreement with respect to such Holder in accordance with its terms, even if such period is in excess of three years.
 
ARTICLE 2
Representations and Warranties of the Holders
 
Section 2.01. Corporation Authorization. Each Holder that is not a natural person represents and warrants to each of the other Holders and Pubco that such Holder is validly organized and existing under the laws of its state of organization and has all requisite power and authority to execute and deliver this Second Voting Agreement, to perform fully its obligations hereunder and to consummate the transactions contemplated hereby, and that this Second Voting Agreement constitutes the valid and binding agreement of such Holder.
 
Section 2.02. Non-Contravention. Each Holder represents and warrants to each of the other Holders and Pubco that the execution, delivery and performance by such Holder of this Second Voting Agreement and the consummation of the transactions contemplated hereby do not and will not (1) contravene or conflict with, or constitute a violation of, any organizational documents of such Holder; (2) if such Holder is not a natural person, contravene or conflict with, or constitute a violation of, any material applicable law or any material agreement or order binding on such Holder; or (3) result in the imposition of any Lien (as defined below) on any asset of such Holder.
 
Section 2.03. Ownership of Shares. Each Holder represents and warrants to each of the other Holders and Pubco that such Holder is the record and beneficial owner of all of the Shares owned by them
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on the date hereof, any and all liens, charges, security interests, options, claims, mortgages, pledges, proxies, voting trusts or agreements, obligations, understandings or arrangements or other restrictions on title or transfer of any nature whatsoever (collectively, “Liens”) and any other limitation or restriction (including any restriction on the right to vote or otherwise dispose of the Shares), other than transfer restrictions under applicable securities laws. None of the Shares is subject to any voting trust or other agreement or arrangement with respect to the voting of such Shares.
 
ARTICLE 3
Miscellaneous

Section 3.01. Other Definitional and Interpretative Provisions. Unless specified otherwise, in this Second Voting Agreement the obligations of any party consisting of more than one person are joint and several. The words “hereof”, “herein” and “hereunder” and words of like import used in this Second Voting Agreement shall refer to this Second Voting Agreement as a whole and not to any particular provision of this Second Voting Agreement. The captions herein are included for convenience of reference only and shall be ignored in the construction or interpretation hereof. References to Articles, Sections, Exhibits and Schedules are to Articles, Sections, Exhibits and Schedules of this Second Voting Agreement unless otherwise specified. All Exhibits and Schedules annexed hereto or referred to herein are hereby incorporated in and made a part of this Second Voting Agreement as if set forth in full herein. Any capitalized terms used in any Exhibit or Schedule but not otherwise defined therein, shall have the meaning as defined in this Second Voting Agreement. Any singular term in this Second Voting Agreement shall be deemed to include the plural, and any plural term the singular. Whenever the words “include”, “includes” or “including” are used in this Second Voting Agreement, they shall be deemed to be followed by the words “without limitation”, whether or not they are in fact followed by those words or words of like import. “Writing”, “written” and comparable terms refer to printing, typing and other means of reproducing words (including electronic media) in a visible form. References to any agreement or contract are to that agreement or contract as amended, modified or supplemented from time to time in accordance with the terms hereof and thereof. References to any Person (as defined below) include the successors and permitted assigns of that Person. References from or through any date mean, unless otherwise specified, from and including or through and including, respectively. For the purposes of this Second Voting Agreement, “Person” shall mean any natural person or any corporation, partnership, joint venture or enterprise, limited liability company, unincorporated association, trust, estate, governmental entity or other entity or organization, and shall include the successor (by merger or otherwise) of any entity or organization.
 
Section 3.02. Further Assurances. Each party to this Second Voting Agreement, at any time and from time to time upon the reasonable request of another party to this Second Voting Agreement, shall promptly execute and deliver, or cause to be executed and delivered, all such further instruments and take all such further actions as may be reasonably necessary or appropriate to confirm or carry out the purposes and intent of this Second Voting Agreement.
 
Section 3.03. Expenses. All costs and expenses incurred in connection with this Second Voting Agreement shall be paid by the party incurring such cost or expense.
 
Section 3.04. Restrictions on Transfer.
 
(a)Each Holder agrees that it shall not directly or indirectly, sell, assign, transfer, exchange, gift, bequest, pledge, hypothecate or otherwise dispose of or encumber the legal or beneficial interest in, in whole or in part, whether or not for value and whether voluntary or involuntary or by operation of law
3

any Shares, or solicit any offers in respect of any of the foregoing (“Transfer”), any Shares, except in compliance with the terms and conditions of this Second Voting Agreement.

(b)Any attempt by any Holder to Transfer any Shares not in compliance with this Second Voting Agreement shall be null and void, and Pubco shall not, and shall cause any transfer agent not to, give any effect in Pubco’s register of members or branch register to such attempted Transfer.

(c)In addition to any other legend that may be required, each certificate (whether in book-entry form or otherwise) for Shares issued to any Holder shall bear a legend in substantially the following form:
 
THIS SECURITY IS ALSO SUBJECT TO ADDITIONAL RESTRICTIONS ON TRANSFER AND VOTING AS SET FORTH IN THE REGISTRATION RIGHTS AGREEMENT DATED AS OF MAY 1, 2018 (INCLUDING ANY AMENDMENTS THERETO) AND THE SECOND VOTING AGREEMENT DATED AS OF FEBRUARY 24, 2021 (INCLUDING ANY AMENDMENTS THERETO), COPIES OF WHICH MAY BE OBTAINED UPON REQUEST FROM GOOSEHEAD INSURANCE, INC. OR ANY SUCCESSOR THERETO.

(d)Without the written consent of whoever is entitled at such time to vote or consent under the proxy (as set forth in Article 1), no Holder shall Transfer any of its Shares. The foregoing restriction shall cease to apply to any transferee pursuant to a valid Transfer under this Second Voting Agreement unless such transferee is a party to this Second Voting Agreement or the First Voting Agreement or otherwise agrees to be bound by the restrictions set forth herein.

Section 3.05. Joinder. Holders of units of Goosehead Financial and Shares may agree in writing to be bound by the terms of this Second Voting Agreement by executing and delivering to whoever is entitled at such time to vote or consent under the proxy (as set forth in Article 1) a joinder in the form attached as Exhibit A hereto. Whoever is entitled at such time to vote or consent under the proxy (as set forth in Article 1) may require, as a condition to written consent to any Transfer to a transferee who is not a party to this Second Voting Agreement or the First Voting Agreement, that such transferee execute and deliver such joinder to such person.

Section 3.06. Governing Law. This Second Voting Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Delaware, without regard to the conflicts of law rules of such state.

Section 3.07. Consent to Jurisdiction. The parties hereto agree that any suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Second Voting Agreement or the transactions contemplated hereby shall be brought in the Delaware Chancery Court, and that any cause of action arising out of this Second Voting Agreement shall be deemed to have arisen from a transaction of business in the State of Delaware, and each of the parties hereby irrevocably consents to the jurisdiction of such courts (and of the appropriate appellate courts therefrom) in any such suit, action or proceeding and irrevocably waives, to the fullest extent permitted by law, any objection that it may now or hereafter have to the laying of the venue of any such suit, action or proceeding in any such court or that any such suit, action or proceeding brought in any such court has been brought in an inconvenient forum. Process in any such suit, action or proceeding may be served on any party anywhere in the world, whether within or without the jurisdiction of any such court.
 
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Section 3.08. WAIVER OF JURY TRIAL. EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS SECOND VOTING AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
 
Section 3.09. Severability. The provisions of this Second Voting Agreement shall be deemed severable and the invalidity or unenforceability of any provision shall not affect the validity or enforceability of the other provisions hereof. If any provision of this Second Voting Agreement, or the application thereof to any person or entity or any circumstance, is found to be invalid or unenforceable in any jurisdiction, (i) a suitable and equitable provision shall be substituted therefor in order to carry out, so far as may be valid and enforceable, the intent and purpose of such invalid or unenforceable provision and (ii) the remainder of this Second Voting Agreement and the application of such provision to other persons, entities or circumstances shall not be affected by such invalidity or unenforceability, nor shall such invalidity or unenforceability affect the validity or enforceability of such provision, or the application thereof, in any other jurisdiction.
 
Section 3.10. Counterparts. This Second Voting Agreement may be executed (including by facsimile transmission) with counterpart pages or in one or more counterparts, each of which shall be deemed an original and all of which shall, taken together, be considered one and the same agreement, it being understood that both parties need not sign the same counterpart.
 
Section 3.11. Entire Agreement. This Second Voting Agreement constitutes the entire agreement and understanding among the parties hereto and supersedes all prior and contemporaneous agreements and understanding, both oral and written, among the parties hereto with respect to the subject matter hereof.
 
Section 3.12. Amendments; Waiver. Any provision of this Second Voting Agreement may be amended or waived if, but only if, such amendment or waiver is in writing and is signed, in the case of an amendment, by each party to this Second Voting Agreement or in the case of a waiver, by the party against whom the waiver is to be effective.

Section 3.13. Specific Performance. The parties hereto agree that irreparable damage would occur in the event any provision of this Second Voting Agreement is not performed in accordance with the terms hereof and that the parties shall be entitled to specific performance of the terms hereof in addition to any other remedy to which they are entitled at law or in equity.
 
Section 3.14. Termination. This Second Voting Agreement will automatically terminate and be of no force and effect with respect to each Holder if (a) the Mark Jones Holder, the Robyn Jones Holder, the Ryan Langston Holder, and the Mark Jones, Jr. Holder cease to hold any Shares or (b) whoever is entitled at such time to vote or consent under the proxy (as set forth in Article 1) terminates this Second Voting Agreement by written notice to each Holder.


[SIGNATURE PAGES FOLLOW]
 

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IN WITNESS WHEREOF, the parties hereto have caused this Second Voting Agreement to be duly executed as of the day and year first above written.


MARK E. JONES
   
  By: /s/ Mark E. Jones
     
  ROBYN JONES
   
  By: /s/ Mark E. Jones
    Name: Mark E. Jones
Title: Attorney-In-Fact


MARK E. JONES, JR.
   
  By: /s/ Mark E. Jones, Jr.
  
  P. RYAN LANGSTON
   
  By: /s/ P. Ryan Langston
 

RYAN LANGSTON 2021 FAMILY TRUST
 
  By: /s/ P. Ryan Langston
    Name: P. Ryan Langston
   
Title: Trustee



NATHAN ROMNEY 2021 FAMILY TRUST
By: /s/ Nathan Romney
Name: Nathan Romney
Title: Trustee
[Signature Page to Second Voting Agreement]



  LANNI ROMNEY SPOUSAL LIFETIME ACCESS TRUST
   
  By: /s/ Lanni Romney
    Name: Lanni Romney
    Title: Trustee


NATHAN ROMNEY
   
  By: /s/ Nathan Romney
     
  LINDY LANGSTON SPOUSAL LIFETIME ACCESS TRUST
   
  By: /s/ Lindy Langston
    Name: Lindy Langston
Title: Trustee


THE CP DESCENDANTS’ TRUST
   
  By: /s/ Mark E. Jones
    Name: Mark E. Jones
    Title: Trustee
By: /s/ Mark E. Jones
Name: Mark E. Jones
Title: Attorney-In-Fact for Robyn Jones, Trustee
[Signature Page to Second Voting Agreement]

J.P. MORGAN TRUST COMPANY OF DELAWARE, TRUSTEE
SLJ DYNASTY TRUST
   
  By: /s/ Ian Pavlekovich
    Name: Ian Pavlekovich
    Title: Trust Officer



JONES 2020 IRREVOCABLE TRUST
 
By: /s/ Rachel Jones
  Name: Rachel Jones
  Title: Co-Trustee
 
By: /s/ P. Ryan Langston
  Name: P. Ryan Langston
  Title: Co-Trustee

[Signature Page to Second Voting Agreement]

Exhibit A

FORM OF JOINDER TO SECOND VOTING AGREEMENT

THIS JOINDER TO SECOND VOTING AGREEMENT (this “Joinder Agreement”) is made as of [] [], 20[] by and between [Mark E. Jones]1 (the “Proxy Holder”), and [] (the “Joining Party”).
 
WHEREAS, the Proxy Holder and certain other holders of units of Goosehead Financial and Shares of Class B Common Stock entered into a second voting agreement, dated as of February 24, 2021 (as amended from time to time, the “Second Voting Agreement”), in which they agreed to vote in the same manner as the Mark Jones Holder (or its proxy or substitute) as set forth therein; and

WHEREAS, the Joining Party desires to become a party to, and to join in the rights and obligations of the “Holders” under the Second Voting Agreement.
 
NOW THEREFORE, in consideration of the mutual promises herein and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

Section 1. Joinder to Voting Agreement.  By execution of this Joinder Agreement, (a) the Joining Party shall become party to the Second Voting Agreement, be considered a “Holder” for all purposes under the Second Voting Agreement and have all of the rights and obligations of a “Holder” under the Second Voting Agreement, and (b) all Shares over which such Joining Party has voting power shall be considered “Shares” for all purposes under the Second Voting Agreement, and be subject to all of the obligations and restrictions set forth in the Voting Agreement.

Section 2. Counterparts.  This Joinder Agreement may be executed (including by facsimile transmission) with counterpart pages or in one or more counterparts, each of which shall be deemed an original and all of which shall, taken together, be considered one and the same agreement, it being understood that both parties need not sign the same counterpart.

Section 3. Definitions. Capitalized terms used but not otherwise defined in this Joinder Agreement have the meanings set forth in the Second Voting Agreement.

 
[SIGNATURE PAGE FOLLOWS]

1 [If Mark E. Jones is not the person entitled to vote or consent under the proxy set forth in Article 1 of the Second Voting Agreement at the time of execution of the Joinder Agreement, replace with Robyn Jones or P. Ryan Langston and Mark E. Jones, as the case may be.]


IN WITNESS WHEREOF, the undersigned has duly executed this Joinder Agreement as of the date first written above.
                            
PROXY HOLDER
 
By:
   
JOINING PARTY
 
By:
Name:
Title:


[Signature Page to Joinder Agreement]

Exhibit 24.31

LIMITED POWER OF ATTORNEY

February 24, 2021
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Mark E. Jones, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

1.Prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any actions or documents necessary to facilitate the timely filing of beneficial ownership reports, with respect to the securities of Goosehead Insurance, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

2.Seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

3.Perform any and all other acts which in the discretion of the attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.This Limited Power of Attorney authorizes, but does not require, the attorney- in-fact to act in his discretion on information provided to the attorney-in-fact without independent verification of such information;

2.Any documents prepared and/or executed by the attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as the attorney-in-fact, in his discretion, deems necessary or desirable;

3.Neither the Company nor the attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 13 or 16 of the Exchange Act; and



1.This Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that the attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the attorney-in-fact.








IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES

By: /s/ Mark E. Jones    




[Signature Page to Limited Power of Attorney]






JONES 2020 IRREVOCABLE TRUST

By: /s/ Rachel Jones    
Name: Rachel Jones
Title: Co-Trustee

By: /s/ P. Ryan Langston    
Name: P. Ryan Langston
Title: Co-Trustee





[Signature Page to Limited Power of Attorney]


Exhibit 24.32

LIMITED POWER OF ATTORNEY

February 24, 2021
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Mark E. Jones, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

1.Prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any actions or documents necessary to facilitate the timely filing of beneficial ownership reports, with respect to the securities of Goosehead Insurance, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

2.Seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

3.Perform any and all other acts which in the discretion of the attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.This Limited Power of Attorney authorizes, but does not require, the attorney- in-fact to act in his discretion on information provided to the attorney-in-fact without independent verification of such information;

2.Any documents prepared and/or executed by the attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as the attorney-in-fact, in his discretion, deems necessary or desirable;

3.Neither the Company nor the attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 13 or 16 of the Exchange Act; and



1.This Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that the attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the attorney-in-fact.








IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES

By: /s/ Mark E. Jones    




[Signature Page to Limited Power of Attorney]






J.P. MORGAN TRUST COMPANY OF DELAWARE, TRUSTEE
SLJ DYNASTY TRUST

By: /s/ Ian Pavlekovich    
Name: Ian Pavlekovich
Title: Trust Officer

[Signature Page to Limited Power of Attorney]


Exhibit 24.33

LIMITED POWER OF ATTORNEY

February 24, 2021
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Mark E. Jones, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

1.Prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any actions or documents necessary to facilitate the timely filing of beneficial ownership reports, with respect to the securities of Goosehead Insurance, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

2.Seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

3.Perform any and all other acts which in the discretion of the attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.This Limited Power of Attorney authorizes, but does not require, the attorney- in-fact to act in his discretion on information provided to the attorney-in-fact without independent verification of such information;

2.Any documents prepared and/or executed by the attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as the attorney-in-fact, in his discretion, deems necessary or desirable;

3.Neither the Company nor the attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 13 or 16 of the Exchange Act; and



1.This Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that the attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the attorney-in-fact.








IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES

By: /s/ Mark E. Jones    




[Signature Page to Limited Power of Attorney]






LINDY LANGSTON SPOUSAL LIFETIME ACCESS TRUST

By: /s/ Lindy Langston    
Name: Lindy Langston
Title: Trustee
[Signature Page to Limited Power of Attorney]


Exhibit 24.34

LIMITED POWER OF ATTORNEY

February 24, 2021
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Mark E. Jones, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

1.Prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any actions or documents necessary to facilitate the timely filing of beneficial ownership reports, with respect to the securities of Goosehead Insurance, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

2.Seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

3.Perform any and all other acts which in the discretion of the attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.This Limited Power of Attorney authorizes, but does not require, the attorney- in-fact to act in his discretion on information provided to the attorney-in-fact without independent verification of such information;

2.Any documents prepared and/or executed by the attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as the attorney-in-fact, in his discretion, deems necessary or desirable;

3.Neither the Company nor the attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 13 or 16 of the Exchange Act; and



1.This Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that the attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the attorney-in-fact.








IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES

By: /s/ Mark E. Jones    




[Signature Page to Limited Power of Attorney]






LANNI ROMNEY SPOUSAL LIFETIME ACCESS TRUST

By: /s/ Lanni Romney    
Name: Lanni Romney
Title: Trustee
[Signature Page to Limited Power of Attorney]


Exhibit 24.35

LIMITED POWER OF ATTORNEY

February 24, 2021
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Mark E. Jones, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

1.Prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any actions or documents necessary to facilitate the timely filing of beneficial ownership reports, with respect to the securities of Goosehead Insurance, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

2.Seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

3.Perform any and all other acts which in the discretion of the attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.This Limited Power of Attorney authorizes, but does not require, the attorney- in-fact to act in his discretion on information provided to the attorney-in-fact without independent verification of such information;

2.Any documents prepared and/or executed by the attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as the attorney-in-fact, in his discretion, deems necessary or desirable;

3.Neither the Company nor the attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 13 or 16 of the Exchange Act; and



1.This Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that the attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the attorney-in-fact.








IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES

By: /s/ Mark E. Jones    




[Signature Page to Limited Power of Attorney]






NATHAN ROMNEY

By: /s/ Nathan Romney    
[Signature Page to Limited Power of Attorney]


Exhibit 24.36

LIMITED POWER OF ATTORNEY

February 24, 2021
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Mark E. Jones, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

1.Prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any actions or documents necessary to facilitate the timely filing of beneficial ownership reports, with respect to the securities of Goosehead Insurance, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

2.Seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

3.Perform any and all other acts which in the discretion of the attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.This Limited Power of Attorney authorizes, but does not require, the attorney- in-fact to act in his discretion on information provided to the attorney-in-fact without independent verification of such information;

2.Any documents prepared and/or executed by the attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as the attorney-in-fact, in his discretion, deems necessary or desirable;

3.Neither the Company nor the attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 13 or 16 of the Exchange Act; and



1.This Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that the attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the attorney-in-fact.








IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES

By: /s/ Mark E. Jones    




[Signature Page to Limited Power of Attorney]






NATHAN ROMNEY 2021 FAMILY TRUST

By: /s/ Nathan Romney    
Name: Nathan Romney
Title: Trustee
[Signature Page to Limited Power of Attorney]


Exhibit 24.37

LIMITED POWER OF ATTORNEY

February 24, 2021
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Mark E. Jones, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

1.Prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any actions or documents necessary to facilitate the timely filing of beneficial ownership reports, with respect to the securities of Goosehead Insurance, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

2.Seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

3.Perform any and all other acts which in the discretion of the attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.This Limited Power of Attorney authorizes, but does not require, the attorney- in-fact to act in his discretion on information provided to the attorney-in-fact without independent verification of such information;

2.Any documents prepared and/or executed by the attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as the attorney-in-fact, in his discretion, deems necessary or desirable;

3.Neither the Company nor the attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 13 or 16 of the Exchange Act; and



1.This Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that the attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the attorney-in-fact.








IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES

By: /s/ Mark E. Jones    




[Signature Page to Limited Power of Attorney]






RYAN LANGSTON 2021 FAMILY TRUST

By: /s/ P. Ryan Langston    
Name: P. Ryan Langston
Title: Trustee



[Signature Page to Limited Power of Attorney]


Exhibit 24.38

LIMITED POWER OF ATTORNEY

February 24, 2021
Know all by these presents, that the undersigned hereby makes, constitutes and appoints Mark E. Jones, as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

1.Prepare, execute, acknowledge, deliver and file Schedules 13G, 13D, Forms 3, 4, and 5 (including any amendments thereto), including applications for Form ID, and any actions or documents necessary to facilitate the timely filing of beneficial ownership reports, with respect to the securities of Goosehead Insurance, Inc., a Delaware corporation (the “Company”), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) and 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the “Exchange Act”);

2.Seek or obtain, as the undersigned’s representative and on the undersigned’s behalf, information on transactions in the Company’s securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and

3.Perform any and all other acts which in the discretion of the attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

The undersigned acknowledges that:

1.This Limited Power of Attorney authorizes, but does not require, the attorney- in-fact to act in his discretion on information provided to the attorney-in-fact without independent verification of such information;

2.Any documents prepared and/or executed by the attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information and disclosure as the attorney-in-fact, in his discretion, deems necessary or desirable;

3.Neither the Company nor the attorney-in-fact assumes (i) any liability for the undersigned’s responsibility to comply with the requirements of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 13 or 16 of the Exchange Act; and



1.This Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under the Exchange Act, including without limitation the reporting requirements under Sections 13(d) and 16 of the Exchange Act. The undersigned hereby gives and grants the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that the attorney- in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

This Limited Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to the attorney-in-fact.








IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the day and year first above written.


MARK E. JONES

By: /s/ Mark E. Jones    




[Signature Page to Limited Power of Attorney]






THE CP DESCENDANTS’ TRUST

By: /s/ Mark E. Jones    
Name: Mark E. Jones
Title: Trustee

By: /s/ Mark E. Jones    
Name: Mark E. Jones
Title: Attorney-In-Fact for Robyn Jones, Trustee





[Signature Page to Limited Power of Attorney]