Chief Executive Officer Dudum Andrew received a gift of 1,078,549 shares and gifted 1,078,549 shares (SEC Form 4)
$HIMS
Medical/Nursing Services
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a 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). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Hims & Hers Health, Inc. [ HIMS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/28/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 805,023(1) | D | ||||||||
| Class A Common Stock | 384,731(2) | I | Held by Trustee of Andrew Dudum 2015 Trust Dated July 2, 2015 | |||||||
| Class A Common Stock | 1,078,549(3) | I | Held by Trustee of AD 2022 GRAT 3 dated 11-28-2022 | |||||||
| Class A Common Stock | 11/28/2025 | G | 1,078,549(4) | D | $0 | 0 | I | Held by Trustee of AD 2022 GRAT 3 dated 11-28-2022 | ||
| Class A Common Stock | 11/28/2025 | G | 1,078,549(4) | A | $0 | 1,080,972 | I | Held by Trustee of Dudum Legacy 2021 Trust | ||
| Class A Common Stock | 508,030 | I | Held by Trustee of AD 2022 GRAT | |||||||
| Class A Common Stock | 186,723 | I | Held by Trustee of AD 2025 GRAT dated 5-27-2025 | |||||||
| Class A Common Stock | 47,524 | I | Held by Trustee of Dudum Family Community Property Trust | |||||||
| Class A Common Stock | 791,117 | I | Held by Trustee of AD 2022 GRAT 2 dated 9/7/2022 | |||||||
| Class A Common Stock | 2,214,769 | I | Held by Trustee of Dudum Family Heritage Trust UAD 8-10-2021 | |||||||
| Class A Common Stock | 3,004,071 | I | Held by Trustee of Dudum Family 2021 Trust | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. This amount reflects a transfer of 712,500 shares of Class A Common Stock from the Andrew Dudum 2015 Trust dated July 2, 2015 to the Reporting Person's direct holdings. |
| 2. This amount reflects 1) an annuity payment-in-kind of 115,996 shares of Class A Common Stock from the AD 2022 GRAT 3 dated 11-28-2022 to the Andrew Dudum 2015 Trust dated July 2, 2015 and 2) a transfer of 712,500 shares of Class A Common Stock to the Reporting Person's direct holdings. |
| 3. This amount reflects an annuity payment-in-kind of 115,996 shares of Class A Common Stock to the Andrew Dudum 2015 Trust dated July 2, 2015 from the AD 2022 GRAT 3 dated 11-28-2022. |
| 4. These shares represent a gift to the Dudum Legacy 2021 Trust from the AD 2022 GRAT 3 dated 11-28-2022. |
| Remarks: |
| /s/ Kimberly Mather, Attorney-in-Fact for Andrew Dudum | 12/02/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||