Kristen Green - Jul 30, 2021 Form 4 Insider Report for Hims & Hers Health, Inc. (HIMS)

Role: Director
Signature: Soleil Boughton - Attorney-in-Fact
Stock symbol: HIMS
Transactions as of: Jul 30, 2021
Transactions value $: $626,497
Form type: 4
Date filed: 8/3/2021, 09:00 PM
Previous filing: May 28, 2021
Next filing: Mar 17, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HIMS	Class A Common Stock	Options Exercise	$53.2K	+4.63K	+0.56%	$11.50	832K	Jul 30, 2021	Held by Forerunner Builders II, L.P.	F1, F3
transaction	HIMS	Class A Common Stock	Options Exercise	$573K	+49.9K	+0.56%	$11.50	8.96M	Jul 30, 2021	Held by Forerunner Partners III, L.P.	F1, F3
transaction	HIMS	Class A Common Stock	Tax liability		-3.39K	-0.41%		829K	Jul 30, 2021	Held by Forerunner Builders II, L.P.	F1, F2, F3
transaction	HIMS	Class A Common Stock	Tax liability		-36.5K	-0.41%		8.93M	Jul 30, 2021	Held by Forerunner Partners III, L.P.	F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	HIMS	Warrant (right to buy)	Options Exercise	$0	-4.63K	-100%	$0.00^*	0	Jul 30, 2021	Class A Common Stock	4.63K	$11.50	Held by Forerunner Builders II, L.P.	F3
transaction	HIMS	Warrant (right to buy)	Options Exercise	$0	-49.9K	-100%	$0.00^*	0	Jul 30, 2021	Class A Common Stock	49.9K	$11.50	Held by Forerunner Partners III, L.P.	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	FB II and FP III (as defined below) exercised warrants to purchase shares of the Issuer's Class A Common Stock. The warrants were exercised on a cashless basis pursuant to Section 6.2 of that certain Warrant Agreement, by and between the Issuer and Continental Stock Transfer & Trust, dated, July 22, 2019 (the "Warrant Agreement"), following the Issuer's Notice of Redemption dated July 9, 2021. In the cashless exercise, under the terms of the Warrant Agreement, FB II and FP III received 0.267 shares per warrant exercised and the Issuer withheld 0.733 shares per warrant exercised. The exercise of the warrants, the withholding of shares of Class A Common Stock in the cashless exercises and the resulting issuance of the net shares of Class A Common Stock were exempt under Rule 16b-3 of the Securities Exchange Act of 1934, as amended.
F2	Represents shares of Class A Common Stock withheld in connection with the cashless exercises.
F3	Ms. Green is a managing member of Forerunner Ventures GP III, LLC, which is the general partner of Forerunner Builders II, L.P. ("FB II") and Forerunner Partners III, L.P. ("FP III"). Ms. Green may be deemed a beneficial owner of the securities held by FB II and FP III, but disclaims beneficial ownership thereof, except to the extent of any pecuniary interest therein.