Andrew Dudum - 15 Sep 2023 Form 4 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
15 Sep 2023
Net transactions value
-$379,824
Form type
4
Filing time
19 Sep 2023, 14:14:50 UTC
Previous filing
09 Aug 2023
Next filing
15 Dec 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 +111,900 111,900 15 Sep 2023 Direct F1
transaction HIMS Class A Common Stock Tax liability $379,824 -60,194 -54% $6.31 51,706 15 Sep 2023 Direct F2
holding HIMS Class A Common Stock 596,474 15 Sep 2023 Held by Trustee of AD 2022 GRAT F3
holding HIMS Class A Common Stock 1,584,506 15 Sep 2023 Held by Trustee of AD 2023 GRAT dated 9-1-2023 F4
holding HIMS Class A Common Stock 1,695,815 15 Sep 2023 Held by Trustee of AD 2022 GRAT 3
holding HIMS Class A Common Stock 2,643,348 15 Sep 2023 Held by Trustee of AD 2021 GRAT dated 11-1-2021
holding HIMS Class A Common Stock 660,837 15 Sep 2023 Held by Trustee of AD 2021 GRAT 2 dated 11-1-2021
holding HIMS Class A Common Stock 1,047,164 15 Sep 2023 Held by Trustee of AD 2022 GRAT 2 dated 9/7/2022
holding HIMS Class A Common Stock 2,874,769 15 Sep 2023 Held by Trustee of Dudum Family Heritage Trust UAD 8-10-2021
holding HIMS Class A Common Stock 518,692 15 Sep 2023 Held by Trustee of Dudum Family Community Property Trust
holding HIMS Class A Common Stock 1,500 15 Sep 2023 Held by Trustees of Richard M. Dudum Irrevocable 1 U/A dtd 10/15/1997

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 -35,447 -6.7% $0.000000 496,251 15 Sep 2023 Class A Common Stock 35,447 Direct F1, F5
transaction HIMS Restricted Stock Unit Options Exercise $0 -35,242 -9.1% $0.000000 352,420 15 Sep 2023 Class A Common Stock 35,242 Direct F1, F6
transaction HIMS Restricted Stock Unit Options Exercise $0 -7,330 -14% $0.000000 43,980 15 Sep 2023 Class A Common Stock 7,330 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -106 -14% $0.000000 641 15 Sep 2023 Class A Common Stock 106 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -3,576 -14% $0.000000 21,452 15 Sep 2023 Class A Common Stock 3,576 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -1,789 -14% $0.000000 10,734 15 Sep 2023 Class A Common Stock 1,789 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -18,289 -14% $0.000000 109,735 15 Sep 2023 Class A Common Stock 18,289 Direct F1, F7
transaction HIMS Restricted Stock Unit Options Exercise $0 -198 -33% $0.000000 395 15 Sep 2023 Class A Common Stock 198 Direct F1, F8
transaction HIMS Restricted Stock Unit Options Exercise $0 -9,923 -33% $0.000000 19,847 15 Sep 2023 Class A Common Stock 9,923 Direct F1, F8
holding HIMS Class V Common Stock 7,488,904 15 Sep 2023 Class A Common Stock 7,488,904 Held by Andrew Dudum 2015 Trust Dated July 2, 2015 F9, F10
holding HIMS Class V Common Stock 888,719 15 Sep 2023 Class A Common Stock 888,719 Held by Trustee of the AD 2023 GRAT dated 9-1-2023 F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

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 This amount reflects an annuity payment-in-kind of 103,526 shares of Class A Common Stock from the AD 2022 GRAT to the Andrew Dudum 2015 Trust dated July 2, 2015.
F4 This amount reflects 1) an annuity payment-in-kind of 1,121,033 shares of Class A Common Stock from the AD GRAT dated 8-31-2020 to the Andrew Dudum 2015 Trust dated July 2, 2015 and 2) a subsequent transfer of 1,584,506 shares of Class A Common Stock from the Andrew Dudum 2015 Trust dated July 2, 2015 to the AD 2023 GRAT dated 9-1-2023.
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 Class V Common Stock is convertible into an equal number of fully paid and nonassessable shares of Class A Common Stock upon certain events, as set forth in the issuer's certificate of incorporation.
F10 This amount reflects a transfer of 888,719 shares of Class V Common Stock to the AD 2023 GRAT dated 9-1-2023 from the Andrew Dudum 2015 Trust dated July 2, 2015. The reporting person is deemed to have sole voting and disposition power over the securities held by the AD 2023 GRAT dated 9-1-2023.