Form Type: 4

SEC EDGAR Link
Accession Number:0000899243-21-029552
Date:2021-05-20
Issuer: HIMS & HERS HEALTH, INC. (HIMS)
Original Submission Date:

Reporting Person:

LEE SPENCER
2269 CHESTNUT STREET, #523
SAN FRANCISCO, CA 94123

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2021-05-20 M 81,978 a $0.00 81,978 direct
CLASS A COMMON STOCK 2021-05-24 S 44,062 d $10.56 37,916 direct
CLASS A COMMON STOCK 2021-06-16 M 25,667 a $0.00 63,583 direct
CLASS A COMMON STOCK 2021-06-18 S 13,690 d $12.07 49,893 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNIT 0.0 2021-05-20 deemed execution date M 80,379 (d) class a common stock 80,379 $0.00 80,380 direct
RESTRICTED STOCK UNIT 0.0 2021-05-20 deemed execution date M 1,599 (d) class a common stock 1,599 $0.00 1,600 direct
RESTRICTED STOCK UNIT 0.0 2021-06-16 deemed execution date M 10,047 (d) class a common stock 10,047 $0.00 70,333 direct
RESTRICTED STOCK UNIT 0.0 2021-06-16 deemed execution date M 200 (d) class a common stock 200 $0.00 1,400 direct
RESTRICTED STOCK UNIT 0.0 2021-06-16 deemed execution date M 1,625 (d) class a common stock 1,625 $0.00 24,385 direct
RESTRICTED STOCK UNIT 0.0 2021-06-16 deemed execution date M 48 (d) class a common stock 48 $0.00 727 direct
RESTRICTED STOCK UNIT 0.0 2021-06-16 deemed execution date M 4,642 (d) class a common stock 4,642 $0.00 69,634 direct
RESTRICTED STOCK UNIT 0.0 2021-06-16 deemed execution date M 8,294 (d) class a common stock 8,294 $0.00 124,429 direct
RESTRICTED STOCK UNIT 0.0 2021-06-16 deemed execution date M 811 (d) class a common stock 811 $0.00 12,172 direct
Footnotes
IDfootnote
f1 the reporting person is hereby disclosing a delinquent form 4. the reporting person's restricted stock units ("rsus") represent a contingent right to receive one share of class a common stock for each rsu. the shares were issued pursuant to vested rsus released on may 20, 2021.
f2 the sales reported represent shares of class a common stock required to be sold by the reporting person to cover tax withholding obligations in connection with the previously reported vesting and settlement of rsus. these sales are mandated by the issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the reporting person.
f3 the reporting person is hereby disclosing a delinquent form 4. the reporting person's rsus represent a contingent right to receive one share of class a common stock for each rsu. the shares were issued pursuant to vested rsus released on june 16, 2021.
f4 the rsus are subject to a service-based vesting requirement, which shall be satisfied over a four-year period, with 25% of the rsus vesting on the first company quarterly vesting date occurring on or following the one-year anniversary of march 15, 2019. the remaining 75% vest in equal quarterly installments over the following three years, on the specified vesting dates of march 15, june 15, september 15 and december 15 (each, a "company quarterly vesting date"), subject to the reporting person's continuous service with the issuer.
f5 the rsus are subject to a service-based vesting requirement, which shall be satisfied over a four-year period, with 6.25% of the rsus vesting on each company quarterly vesting date occurring on or after march 15, 2021, subject to the reporting person's continuous service with the issuer.
f6 the rsus vest over a 4-year period in substantially equal quarterly installments beginning march 15, 2021, with 6.25% of vesting on each company quarterly vesting date, subject to the individual's continuous service.

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