Soleil Boughton - 15 Jun 2023 Form 4 Insider Report for Hims & Hers Health, Inc. (HIMS)

Role
Chief Legal Officer
Signature
/s/ Alexandra Cotter Wilkins, Attorney-in-Fact
Issuer symbol
HIMS
Transactions as of
15 Jun 2023
Net transactions value
-$229,736
Form type
4
Filing time
20 Jun 2023, 16:49:50 UTC
Previous filing
20 Mar 2023
Next filing
21 Jun 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 +33,228 +20% 201,317 15 Jun 2023 Direct F1
transaction HIMS Class A Common Stock Tax liability $101,086 -11,487 -5.7% $8.80 189,830 15 Jun 2023 Direct F2
transaction HIMS Class A Common Stock Options Exercise $34,679 +14,271 +7.5% $2.43 204,101 16 Jun 2023 Direct F3
transaction HIMS Class A Common Stock Sale $128,650 -14,271 -7% $9.01 189,830 16 Jun 2023 Direct F3, F4

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 Restricted Stock Unit Options Exercise $0 -12,222 -6.2% $0.000000 183,345 15 Jun 2023 Class A Common Stock 12,222 Direct F1, F5
transaction HIMS Restricted Stock Unit Options Exercise $0 -10,916 -8.3% $0.000000 120,072 15 Jun 2023 Class A Common Stock 10,916 Direct F1, F6
transaction HIMS Restricted Stock Unit Options Exercise $0 -3,665 -12% $0.000000 25,655 15 Jun 2023 Class A Common Stock 3,665 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -3,312 -12% $0.000000 23,187 15 Jun 2023 Class A Common Stock 3,312 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -651 -13% $0.000000 4,556 15 Jun 2023 Class A Common Stock 651 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -324 -12% $0.000000 2,268 15 Jun 2023 Class A Common Stock 324 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -19 -12% $0.000000 137 15 Jun 2023 Class A Common Stock 19 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -2,077 -25% $0.000000 6,232 15 Jun 2023 Class A Common Stock 2,077 Direct F1, F8
transaction HIMS Restricted Stock Unit Options Exercise $0 -42 -25% $0.000000 124 15 Jun 2023 Class A Common Stock 42 Direct F1, F8
transaction HIMS Stock Option (right to buy) Options Exercise $34,679 -14,271 -4.4% $2.43 313,119 16 Jun 2023 Class A Common Stock 14,271 $2.43 Direct F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The Restricted Stock Units ("RSUs") represent a contingent right to receive one share of Class A Common Stock for each RSU.
F2 The shares of Class A Common Stock were withheld by the issuer to cover tax withholding obligations in connection with the reported vesting and settlement of RSUs.
F3 The stock option exercises and related sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on March 14, 2023 by the Reporting Person.
F4 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $9.00 - $9.055. 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.
F5 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.
F6 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 each Company Quarterly Vesting Date occurring on or after June 15, 2022.
F7 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 each Company Quarterly Vesting Date occurring on or after March 15, 2021.
F8 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 each Company Quarterly Vesting Date occurring on or after March 15, 2020.
F9 The option award is subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with 1/48 of the shares subject to the option award vesting monthly beginning February 12, 2020.