PAO Becklund Irene converted options into 24,097 shares, covered exercise/tax liability with 7,813 shares and sold $283,984 worth of shares (8,277 units at $34.31), increasing direct ownership by 363% to 10,210 units (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). | |||||||||||||||||
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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) 03/14/2025 | ||||||||||||||||||||||||||
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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 | 03/14/2025 | M | 24,097 | A | (1) | 26,300 | D | |||
| Class A Common Stock | 03/14/2025 | F | 7,813(2) | D | $33.14 | 18,487 | D | |||
| Class A Common Stock | 03/18/2025 | S(3) | 8,277 | D | $34.31 | 10,210 | D | |||
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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 | ||||||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 4,067 | (4) | (4) | Class A Common Stock | 4,067 | $0 | 32,528 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 2,291 | (5) | (5) | Class A Common Stock | 2,291 | $0 | 11,455 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 4,345 | (6) | (6) | Class A Common Stock | 4,345 | $0 | 52,139 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 4,020 | (7) | (7) | Class A Common Stock | 4,020 | $0 | 16,077 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 1,872 | (7) | (7) | Class A Common Stock | 1,872 | $0 | 7,485 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 2,688 | (8) | (8) | Class A Common Stock | 2,688 | $0 | 0 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 4,247 | (8) | (8) | Class A Common Stock | 4,247 | $0 | 0 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 3 | (8) | (8) | Class A Common Stock | 3 | $0 | 0 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 9 | (8) | (8) | Class A Common Stock | 9 | $0 | 0 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 416 | (8) | (8) | Class A Common Stock | 416 | $0 | 0 | D | ||||
| Restricted Stock Unit | (1) | 03/14/2025 | M | 139 | (8) | (8) | Class A Common Stock | 139 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. The Restricted Stock Units ("RSUs") represent a contingent right to receive one share of Class A Common Stock for each RSU. |
| 2. 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. |
| 3. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on August 7, 2024 by the Reporting Person. |
| 4. 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. |
| 5. 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 September 15, 2022. |
| 6. 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. |
| 7. 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. |
| 8. 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, 2021. |
| Remarks: |
| /s/ Alexandra Cotter Wilkins, Attorney-in-Fact | 03/18/2025 | |
| ** 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. | ||