Andrew Dudum - 01 Mar 2023 Form 4/A - Amendment Insider Report for Hims & Hers Health, Inc. (HIMS)

Role: Chief Executive Officer, Director, 10%+ Owner
Signature: /s/ Alexandra Cotter Wilkins, Attorney-in-Fact
Issuer symbol: HIMS
Transactions as of: 01 Mar 2023
Net transactions value: -$348,746
Form type: 4/A - Amendment
Filing time: 17 Mar 2023, 16:17:29 UTC
Date Of Original Report: 03 Mar 2023
Previous filing: 19 Dec 2022
Next filing: 07 Mar 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HIMS	Class A Common Stock	Options Exercise	$89,018	+36,633	+10%	$2.43	387,248	01 Mar 2023	Direct	F1
transaction	HIMS	Class A Common Stock	Sale	$437,764	-36,633	-9.5%	$11.95	350,615	01 Mar 2023	Direct	F1, F2
holding	HIMS	Class A Common Stock						1,500	01 Mar 2023	Held by Trustees of Richard M. Dudum Irrevocable 1 U/A dtd 10/15/1997
holding	HIMS	Class A Common Stock						81,100	01 Mar 2023	Held by Trustee of Dudum Family Community Property Trust
holding	HIMS	Class A Common Stock						700,000	01 Mar 2023	Held by Trustee of AD 2022 GRAT
holding	HIMS	Class A Common Stock						359,947	01 Mar 2023	Held by Trustee of Andrew Dudum 2015 Trust Dated July 2, 2015
holding	HIMS	Class A Common Stock						1,695,815	01 Mar 2023	Held by Trustee of AD 2022 GRAT 3
holding	HIMS	Class A Common Stock						2,874,769	01 Mar 2023	Held by Trustee of Dudum Family Heritage Trust UAD 8-10-2021
holding	HIMS	Class A Common Stock						660,837	01 Mar 2023	Held by Trustee of AD 2021 GRAT 2 dated 11-1-2021
holding	HIMS	Class A Common Stock						2,643,348	01 Mar 2023	Held by Trustee of AD 2021 GRAT dated 11-1-2021
holding	HIMS	Class A Common Stock						1,047,164	01 Mar 2023	Held by Trustee of AD 2022 GRAT 2 dated 9/7/2022
holding	HIMS	Class A Common Stock						1,121,033	01 Mar 2023	Held by Trustee of the AD GRAT dated 8/31/20

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	Stock Option (right to buy)	Options Exercise	$0	-36,633	-1.1%	$0.000000	3,209,506	01 Mar 2023	Class A Common Stock	36,633	$2.43	Direct	F3
transaction	HIMS	Restricted Stock Unit	Award	$0	+567,144		$0.000000	567,144	01 Mar 2023	Class A Common Stock	567,144	$0.000000	Direct	F4
transaction	HIMS	Stock Option (right to buy)	Award	$0	+214,461		$0.000000	214,461	01 Mar 2023	Class A Common Stock	214,461	$11.53	Direct	F5, F6

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

Explanation of Responses:

Id	Content
F1	The option exercises and related sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on March 3, 2022 by the Reporting Person.
F2	Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $11.95 - $12.02. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
F3	Prior to the Company's business combination transaction in 2021, the option represented the right to purchase 7,166,182 shares of Hims, Inc. with an exercise price of $1.10. Following the Company's business combination transaction in 2021, the option converted into the right to purchase 3,246,139 shares of the Company with an exercise price of $2.43. 100% of the shares subject to the option vested upon certain specified thresholds met in 2021.
F4	The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the specified vesting dates of March 15, June 15, September 15 and December 15 (each, a "Company Quarterly Vesting Date"), with the first such vesting date on June 15, 2023.
F5	The exercise price of the options awarded has been adjusted from the original filing due to administrative error.
F6	The options are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with 1/48th of the options vesting monthly, beginning on April 1, 2023.