Andrew Dudum - Nov 30, 2023 Form 4/A - Amendment Insider Report for Hims & Hers Health, Inc. (HIMS)

Role
Chief Executive Officer, Director, 10%+ Owner
Signature
/s/ Carly Larson, Attorney-in-Fact
Stock symbol
HIMS
Transactions as of
Nov 30, 2023
Transactions value $
-$185,313
Form type
4/A - Amendment
Date filed
12/15/2023, 08:57 AM
Date Of Original Report
Dec 4, 2023
Previous filing
Sep 19, 2023
Next filing
Dec 19, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HIMS Class A Common Stock Options Exercise $9.23K +3.8K $2.43 3.8K Nov 30, 2023 Direct F1, F2
transaction HIMS Class A Common Stock Sale -$34.2K -3.8K -100% $9.01 0 Nov 30, 2023 Direct F1, F3
transaction HIMS Class A Common Stock Options Exercise $59K +24.3K $2.43 24.3K Dec 1, 2023 Direct F1
transaction HIMS Class A Common Stock Sale -$219K -24.3K -100% $9.03 0 Dec 1, 2023 Direct F1, F4
holding HIMS Class A Common Stock 1.5K Nov 30, 2023 Held by Trustees of Richard M. Dudum Irrevocable 1 U/A dtd 10/15/1997 F5
holding HIMS Class A Common Stock 2.87M Nov 30, 2023 Held by Trustee of Dudum Family Heritage Trust UAD 8-10-2021 F5
holding HIMS Class A Common Stock 1.58M Nov 30, 2023 Held by Trustee of AD 2023 GRAT dated 9-5-2023 F5
holding HIMS Class A Common Stock 570K Nov 30, 2023 Held by Trustee of Dudum Family Community Property Trust F5
holding HIMS Class A Common Stock 1.32M Nov 30, 2023 Held by Trustee of AD 2022 GRAT 3 F5, F6
holding HIMS Class A Common Stock 892K Nov 30, 2023 Held by Trustee of AD 2022 GRAT 2 dated 9/7/2022 F5, F7
holding HIMS Class A Common Stock 597K Nov 30, 2023 Held by Trustee of AD 2022 GRAT F5, F8
holding HIMS Class A Common Stock 419K Nov 30, 2023 Held by Trustee of AD 2021 GRAT 2 dated 11-1-2021 F5, F9
holding HIMS Class A Common Stock 1.68M Nov 30, 2023 Held by Trustee of AD 2021 GRAT dated 11-1-2021 F5, F10
holding HIMS Class A Common Stock 1.74M Nov 30, 2023 Held by Trustee of Andrew Dudum 2015 Trust Dated July 2, 2015 F5, F11

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 -3.8K -0.13% $0.00 3.01M Nov 30, 2023 Class A Common Stock 3.8K $2.43 Direct F12
transaction HIMS Stock Option (right to buy) Options Exercise $0 -24.3K -0.81% $0.00 2.99M Dec 1, 2023 Class A Common Stock 24.3K $2.43 Direct F12
* 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 stock option exercises and related sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on March 1, 2023 by the Reporting Person.
F2 Shares of Class A Common Stock were previously reported as directly beneficially owned, but all such shares were previously transferred to the Dudum Family Community Property Trust.
F3 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $9.00 - $9.02. 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.
F4 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $9.00 - $9.075. 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 indirect holdings were inadvertently omitted from the original Form 4 due to administrative error.
F6 This amount reflects an annuity payment in kind of 379,934 shares of Class A Common Stock from the AD 2022 GRAT 3 to the Andrew Dudum 2015 Trust dated July 2, 2015.
F7 This amount reflects an annuity payment in kind of 155,429 shares of Class A Common Stock from the AD 2022 GRAT 2 dated 9-7-2022 to the Andrew Dudum 2015 Trust dated July 2, 2015.
F8 This amount reflects the reversal of an annuity payment in kind of 861 shares of Class A Common Stock from the AD 2022 GRAT to the Andrew Dudum 2015 Trust dated July 2, 2015.
F9 This amount reflects an annuity payment in kind of 241,851 shares of Class A Common Stock from the AD 2021 GRAT 2 dated 11-1-2021 to the Andrew Dudum 2015 Trust dated July 2, 2015.
F10 This amount reflects an annuity payment in kind of 967,405 shares of Class A Common Stock from the AD 2021 GRAT dated 11-1-2021 to the Andrew Dudum 2015 Trust dated July 2, 2015.
F11 This amount reflects 1) the reversal of an annuity payment in kind from the AD GRAT 2022 of 861 shares of Class A Common Stock and 2) annuity payments in kind of Class A Common Stock to the Andrew Dudum 2015 Trust dated July 2, 2015 from the following trusts: (i) 967,405 shares from the AD 2021 GRAT dated 11-1-2021, (ii) 241,851 shares from the the AD 2021 GRAT 2 dated 11-1-2021, (iii) 155,429 shares from the AD 2022 GRAT 2 dated 9-7-2022; and (iv) 379,934 shares from the AD 2022 GRAT 3.
F12 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.