Andrew Dudum - 13 Dec 2024 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
13 Dec 2024
Net transactions value
-$8,975,021
Form type
4/A - Amendment
Filing time
17 Dec 2024, 19:57:40 UTC
Date Of Original Report
17 Dec 2024
Previous filing
03 Dec 2024
Next filing
23 Jan 2025
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 +176,308 +526% 209,810 13 Dec 2024 Direct F1
transaction HIMS Class A Common Stock Tax liability $2,913,801 -97,062 -46% $30.02 112,748 13 Dec 2024 Direct F2
transaction HIMS Class A Common Stock Sale $80,604 -2,792 -2.5% $28.87 109,956 16 Dec 2024 Direct F3, F4
transaction HIMS Class A Common Stock Sale $922,452 -31,934 -5.6% $28.89 538,464 16 Dec 2024 Held by Trustee of Dudum Family Community Property Trust F3, F5
transaction HIMS Class A Common Stock Sale $464,517 -15,600 -2.9% $29.78 522,864 16 Dec 2024 Held by Trustee of Dudum Family Community Property Trust F3, F6
transaction HIMS Class A Common Stock Options Exercise $41,312 +17,001 +15% $2.43 126,957 16 Dec 2024 Direct F3
transaction HIMS Class A Common Stock Sale $489,372 -17,001 -13% $28.78 109,956 16 Dec 2024 Direct F3, F7
transaction HIMS Class A Common Stock Options Exercise $40,501 +16,667 +15% $2.43 126,623 16 Dec 2024 Direct F3
transaction HIMS Class A Common Stock Sale $479,798 -16,667 -13% $28.79 109,956 16 Dec 2024 Direct F3, F8
transaction HIMS Class A Common Stock Options Exercise $101,251 +41,667 +38% $2.43 151,623 16 Dec 2024 Direct F3
transaction HIMS Class A Common Stock Sale $1,264,423 -41,667 -27% $30.35 109,956 16 Dec 2024 Direct F3, F9
transaction HIMS Class A Common Stock Sale $2,199,187 -68,707 -62% $32.01 41,249 17 Dec 2024 Direct F3, F10
transaction HIMS Class A Common Stock Sale $343,932 -10,539 -26% $32.63 30,710 17 Dec 2024 Direct F3, F11
holding HIMS Class A Common Stock 1,194,545 13 Dec 2024 Held by Trustee of AD 2022 GRAT 3 dated 11-28-2022 F12
holding HIMS Class A Common Stock 1,177,133 13 Dec 2024 Held by Trustee of Andrew Dudum 2015 Trust Dated July 2, 2015 F12
holding HIMS Class A Common Stock 1,286,627 13 Dec 2024 Held by Trustee of AD 2021 GRAT dated 11-1-2021 F12
holding HIMS Class A Common Stock 534,491 13 Dec 2024 Held by Trustee of AD 2022 GRAT F12
holding HIMS Class A Common Stock 321,657 13 Dec 2024 Held by Trustee of AD 2021 GRAT 2 dated 11-1-2021 F12
holding HIMS Class A Common Stock 1,584,506 13 Dec 2024 Held by Trustee of AD 2023 GRAT dated 9-5-2023 F12
holding HIMS Class A Common Stock 829,185 13 Dec 2024 Held by Trustee of AD 2022 GRAT 2 dated 9/7/2022 F12
holding HIMS Class A Common Stock 1,500 13 Dec 2024 Held by Trustees of Richard M. Dudum Irrevocable 1 U/A dtd 10/15/1997 F12
holding HIMS Class A Common Stock 2,874,769 13 Dec 2024 Held by Trustee of Dudum Family Heritage Trust UAD 8-10-2021 F12

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 -35,446 -10% $0.000000 319,019 13 Dec 2024 Class A Common Stock 35,446 Direct F1, F13
transaction HIMS Restricted Stock Unit Options Exercise $0 -35,242 -17% $0.000000 176,210 13 Dec 2024 Class A Common Stock 35,242 Direct F1, F14
transaction HIMS Restricted Stock Unit Options Exercise $0 -7,330 -50% $0.000000 7,330 13 Dec 2024 Class A Common Stock 7,330 Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -107 -50% $0.000000 108 13 Dec 2024 Class A Common Stock 107 Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -3,575 -50% $0.000000 3,576 13 Dec 2024 Class A Common Stock 3,575 Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -1,789 -50% $0.000000 1,789 13 Dec 2024 Class A Common Stock 1,789 Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -18,289 -50% $0.000000 18,289 13 Dec 2024 Class A Common Stock 18,289 Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -74,530 -7.1% $0.000000 968,888 13 Dec 2024 Class A Common Stock 74,530 Direct F1, F16
transaction HIMS Stock Option (right to buy) Options Exercise $0 -17,001 -8.3% $0.000000 187,015 16 Dec 2024 Class A Common Stock 17,001 $2.43 Direct F3, F17
transaction HIMS Stock Option (right to buy) Options Exercise $0 -16,667 -1% $0.000000 1,606,402 16 Dec 2024 Class A Common Stock 16,667 $2.43 Direct F3, F18
transaction HIMS Stock Option (right to buy) Options Exercise $0 -41,667 -2.6% $0.000000 1,564,735 16 Dec 2024 Class A Common Stock 41,667 $2.43 Direct F3, F18
* 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 sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on August 28, 2024 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 $28.68 - $29.03. 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 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $28.51 - $29.50. 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.
F6 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $29.505 - $30.22. 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.
F7 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $28.50 - $29.12. 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.
F8 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $28.51 - $29.21. 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.
F9 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $30.00 - $30.72. 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.
F10 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $31.58 - $32.56. 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.
F11 Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $32.58 - $32.77. 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.
F12 The Form 4 is being amended to add holdings that were omitted in error in the original filing. No transactions occurred in these holdings.
F13 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.
F14 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.
F15 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.
F16 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.
F17 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.
F18 The Stock Option was received in exchange for an option to purchase 3,583,091 shares of Class A Common Stock of Hims, Inc., with an exercise price of $1.10, in connection with the Merger. 1/48 of the shares subject to the Stock Option vest when the Reporting Person completes each month of continuous Service beginning March 13, 2020.