Andrew Dudum - 28 Feb 2024 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
28 Feb 2024
Net transactions value
-$6,078,134
Form type
4
Filing time
01 Mar 2024, 16:06:08 UTC
Previous filing
14 Feb 2024
Next filing
04 Mar 2024
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 $1,402,127 +577,007 +1117% $2.43* 628,660 29 Feb 2024 Direct F1
transaction HIMS Class A Common Stock Sale $7,480,261 -577,007 -92% $12.96 51,653 29 Feb 2024 Direct F1

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 Award $0 +1,192,477 $0.000000 1,192,477 28 Feb 2024 Class A Common Stock 1,192,477 Direct F2, F3
transaction HIMS Stock Option (right to buy) Options Exercise $0 -577,007 -23% $0.000000 1,904,016 29 Feb 2024 Class A Common Stock 577,007 $2.43 Direct F4
* 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 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 The Restricted Stock Units ("RSUs") represent a contingent right to receive one share of Class A Common Stock for each RSU.
F3 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, 2024.
F4 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.