Andrew Dudum - Dec 13, 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
Stock symbol
HIMS
Transactions as of
Dec 13, 2024
Transactions value $
-$8,975,021
Form type
4/A - Amendment
Date filed
12/17/2024, 07:57 PM
Date Of Original Report
Dec 17, 2024
Previous filing
Dec 3, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HIMS Class A Common Stock Options Exercise +176K +526.26% 210K Dec 13, 2024 Direct F1
transaction HIMS Class A Common Stock Tax liability -$2.91M -97.1K -46.26% $30.02 113K Dec 13, 2024 Direct F2
transaction HIMS Class A Common Stock Sale -$80.6K -2.79K -2.48% $28.87 110K Dec 16, 2024 Direct F3, F4
transaction HIMS Class A Common Stock Sale -$922K -31.9K -5.6% $28.89 538K Dec 16, 2024 Held by Trustee of Dudum Family Community Property Trust F3, F5
transaction HIMS Class A Common Stock Sale -$465K -15.6K -2.9% $29.78 523K Dec 16, 2024 Held by Trustee of Dudum Family Community Property Trust F3, F6
transaction HIMS Class A Common Stock Options Exercise $41.3K +17K +15.46% $2.43 127K Dec 16, 2024 Direct F3
transaction HIMS Class A Common Stock Sale -$489K -17K -13.39% $28.78 110K Dec 16, 2024 Direct F3, F7
transaction HIMS Class A Common Stock Options Exercise $40.5K +16.7K +15.16% $2.43 127K Dec 16, 2024 Direct F3
transaction HIMS Class A Common Stock Sale -$480K -16.7K -13.16% $28.79 110K Dec 16, 2024 Direct F3, F8
transaction HIMS Class A Common Stock Options Exercise $101K +41.7K +37.89% $2.43 152K Dec 16, 2024 Direct F3
transaction HIMS Class A Common Stock Sale -$1.26M -41.7K -27.48% $30.35 110K Dec 16, 2024 Direct F3, F9
transaction HIMS Class A Common Stock Sale -$2.2M -68.7K -62.49% $32.01 41.2K Dec 17, 2024 Direct F3, F10
transaction HIMS Class A Common Stock Sale -$344K -10.5K -25.55% $32.63 30.7K Dec 17, 2024 Direct F3, F11
holding HIMS Class A Common Stock 1.19M Dec 13, 2024 Held by Trustee of AD 2022 GRAT 3 dated 11-28-2022 F12
holding HIMS Class A Common Stock 1.18M Dec 13, 2024 Held by Trustee of Andrew Dudum 2015 Trust Dated July 2, 2015 F12
holding HIMS Class A Common Stock 1.29M Dec 13, 2024 Held by Trustee of AD 2021 GRAT dated 11-1-2021 F12
holding HIMS Class A Common Stock 534K Dec 13, 2024 Held by Trustee of AD 2022 GRAT F12
holding HIMS Class A Common Stock 322K Dec 13, 2024 Held by Trustee of AD 2021 GRAT 2 dated 11-1-2021 F12
holding HIMS Class A Common Stock 1.58M Dec 13, 2024 Held by Trustee of AD 2023 GRAT dated 9-5-2023 F12
holding HIMS Class A Common Stock 829K Dec 13, 2024 Held by Trustee of AD 2022 GRAT 2 dated 9/7/2022 F12
holding HIMS Class A Common Stock 1.5K Dec 13, 2024 Held by Trustees of Richard M. Dudum Irrevocable 1 U/A dtd 10/15/1997 F12
holding HIMS Class A Common Stock 2.87M Dec 13, 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 -35.4K -10% $0.00 319K Dec 13, 2024 Class A Common Stock 35.4K Direct F1, F13
transaction HIMS Restricted Stock Unit Options Exercise $0 -35.2K -16.67% $0.00 176K Dec 13, 2024 Class A Common Stock 35.2K Direct F1, F14
transaction HIMS Restricted Stock Unit Options Exercise $0 -7.33K -50% $0.00 7.33K Dec 13, 2024 Class A Common Stock 7.33K Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -107 -49.77% $0.00 108 Dec 13, 2024 Class A Common Stock 107 Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -3.58K -49.99% $0.00 3.58K Dec 13, 2024 Class A Common Stock 3.58K Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -1.79K -50% $0.00 1.79K Dec 13, 2024 Class A Common Stock 1.79K Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -18.3K -50% $0.00 18.3K Dec 13, 2024 Class A Common Stock 18.3K Direct F1, F15
transaction HIMS Restricted Stock Unit Options Exercise $0 -74.5K -7.14% $0.00 969K Dec 13, 2024 Class A Common Stock 74.5K Direct F1, F16
transaction HIMS Stock Option (right to buy) Options Exercise $0 -17K -8.33% $0.00 187K Dec 16, 2024 Class A Common Stock 17K $2.43 Direct F3, F17
transaction HIMS Stock Option (right to buy) Options Exercise $0 -16.7K -1.03% $0.00 1.61M Dec 16, 2024 Class A Common Stock 16.7K $2.43 Direct F3, F18
transaction HIMS Stock Option (right to buy) Options Exercise $0 -41.7K -2.59% $0.00 1.56M Dec 16, 2024 Class A Common Stock 41.7K $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.