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September 18, 2023
Mark Jones, Jr.
Chief Financial Officer
Goosehead Insurance, Inc.
1500 Solana Blvd.
Building 4, Suite 4500
Westlake, TX 76262
Re:Goosehead Insurance, Inc.
Form 10-K for Fiscal Year Ended December 31, 2022
Filed February 27, 2023
File No. 001-38466
Dear Mark Jones:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.  In some of our comments, we may ask you to
provide us with information so we may better understand your disclosure.
            Please respond to these comments within ten business days by providing the requested
information or advise us as soon as possible when you will respond.  If you do not believe our
comments apply to your facts and circumstances, please tell us why in your response.
            After reviewing your response to these comments, we may have additional comments.
Form 10-K filed February 27, 2023
Company Overview, page 5
1.We note your disclosure that you receive 20% of commissions and agency fees during the
first term of the policy and 50% of commissions every year the policy is renewed for
franchise sales.   Please tell us and revise future filings to compare and contrast the
profitability of franchise sales as compared to corporate sales in year one and subsequent
years.  Additionally, we note you discuss the margin expansion opportunities after the first
renewal.  Please tell us and revise to provide additional quantitative detail, to the extent
available, regarding the magnitude of increased margin or profitability of franchise sales
after the first renewal to allow an investor to better revenue trends.
3. Revenues - Commissions and agency fees, page 79
2.We note your disclosure that “The transaction price is set as the estimated commissions to

 FirstName LastNameMark Jones, Jr.
 Comapany NameGoosehead Insurance, Inc.
 September 18, 2023 Page 2
 FirstName LastName
Mark Jones, Jr.
Goosehead Insurance, Inc.
September 18, 2023
Page 2
be received over the term of the policy based on an estimate of premiums placed, policy
changes and cancellations, net of a constraint.”  Please tell us how you define the term of
the policy (e.g., one year or lifetime including expected renewals, etc.), how you consider
if the transaction price includes variable consideration related to renewal commissions and
how you consider whether the variable consideration is constrained.  Please detail any
accounting guidance you considered in your determinations.  Please revise your disclosure
in future filings, as needed, to clarify these aspects of your accounting policies.
11. Stockholder's equity , page 86
3.We note your disclosure on page 86 that the Company has not included the effects of
conversion of Class B shares to Class A shares in the diluted EPS calculation using the
"if-converted" method, because doing so has no impact on diluted EPS.  Please tell us and
revise future filings to explain how you determined including the effects of the conversion
would have no impact on diluted EPS calculation.  Specifically, clarify if upon the
conversion of Class B shares, the related LLC Units must also be redeemed or exchanged
for Class A shares.  If so, please tell us how you determined that redeeming the LLC Unit
non-controlling interest for a Class A share of the Goosehead Insurance, Inc. would not
have an impact on diluted EPS.  Please detail any accounting guidance you considered in
your determinations.
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            You may contact William Schroeder at 202-551-3294 or Michael Volley at 202-551-
3437 with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance