Hims & Hers (HIMS) Form 144 — Insider Discloses 154,958-Share Sale

Rhea-AI Filing Summary

Insider sale notice for HIMS (Form 144) — The filer plans to sell 154,958 common shares through Goldman Sachs & Co. LLC on the NYSE with an aggregate market value of $8,941,076.60, against 217,641,958 shares outstanding. The notice lists the securities were largely acquired as compensation: several restricted stock unit grants dated 09/15/2025 (11,747; 4,110; 5,153; 2,574) and earlier stock option-related acquisitions on 02/24/2022 and 03/01/2023. The filing also discloses multiple sales by Oluyemi Okupe in the prior three months, including a 145,000-share sale on 09/15/2025 generating about $8.03 million. The notice affirms the signer is not aware of undisclosed material adverse information.

Positive

• Detailed acquisition history provided (dates and nature of grants/exercises) which supports transparency
• Broker and market details listed (Goldman Sachs, NYSE), facilitating orderly market execution
• Attestation that no undisclosed material adverse information exists, consistent with Form 144 requirements

Negative

• Recent sizable insider sales by Oluyemi Okupe in the past three months, including a 145,000-share sale on 09/15/2025 (~$8.03M)
• Planned sale of 154,958 shares could be viewed by some investors as insider liquidity despite being small versus outstanding shares

Insights

Securities Analyst

TL;DR: Insider plans a modest sale relative to shares outstanding; recent large dispositions noted.

The filing shows a proposed sale of 154,958 shares valued at approximately $8.94 million scheduled to execute through Goldman Sachs on the NYSE. Compared with the reported 217.6 million shares outstanding, the proposed sale represents a very small percentage of the float. The acquisition history indicates the shares originate primarily from compensation (RSUs and option exercises), not secondary purchases. However, the record of multiple sales by Oluyemi Okupe in the prior three months, including a 145,000-share sale generating roughly $8.03 million, is material for monitoring insider selling activity. Overall, this is a routine Form 144 disclosure documenting planned insider sales and recent dispositions.

Corporate Governance Expert

TL;DR: Filing meets disclosure requirements; pattern of sales is relevant to governance and insider liquidity considerations.

The notice provides the necessary transaction and acquisition details: dates, amounts, nature of acquisition (RSUs and stock-option exercises), and broker information. These elements support regulatory compliance and investor transparency. The signer attests there is no undisclosed material adverse information, which is a standard representation on Form 144. The sequence of recent sales by the same individual warrants attention from governance observers assessing insider alignment with shareholder interests, but the filing itself does not present noncompliance or new governance actions.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	154958	8941076.6	217641958	09/22/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/15/2025	Acquired as compensation -- Restricted Stock Units	Issuer			11747	09/15/2025	Compensation
Common	09/15/2025	Acquired as compensation -- Restricted Stock Units	Issuer			4110	09/15/2025	Compensation
Common	09/15/2025	Acquired as compensation -- Restricted Stock Units	Issuer			5153	09/15/2025	Compensation
Common	09/15/2025	Acquired as compensation -- Restricted Stock Units	Issuer			2574	09/15/2025	Compensation
Common	02/24/2022	Acquired as compensation -- Stock Options	Issuer			116144	02/24/2022	Compensation -- Cashless exercise / same-day sale
Common	03/01/2023	Acquired as compensation -- Stock Options	Issuer			15230	03/01/2023	Compensation -- Cashless exercise / same-day sale

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Oluyemi Okupe 2269 Chestnut Street Suite 523 San Francisco CA 94123	Common	06/23/2025	23107	1091767
Oluyemi Okupe 2269 Chestnut Street Suite 523 San Francisco CA 94123	Common	07/07/2025	11581	540498.84
Oluyemi Okupe 2269 Chestnut Street Suite 523 San Francisco CA 94123	Common	07/14/2025	11581	552417.98
Oluyemi Okupe 2269 Chestnut Street Suite 523 San Francisco CA 94123	Common	08/13/2025	11581	556419.19
Oluyemi Okupe 2269 Chestnut Street Suite 523 San Francisco CA 94123	Common	08/26/2025	11581	505968.38
Oluyemi Okupe 2269 Chestnut Street Suite 523 San Francisco CA 94123	Common	09/15/2025	145000	8026083.5

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What is the size and value of the proposed HIMS insider sale?

The filer proposes to sell 154,958 common shares with an aggregate market value of $8,941,076.60 on the NYSE.

Who is acting as broker for the proposed sale in the Form 144?

The broker named in the filing is Goldman Sachs & Co. LLC, located at 200 West Street, New York, NY.

What is the origin of the shares being sold according to the filing?

Most shares were acquired as compensation: restricted stock units dated 09/15/2025 and stock-option exercises on 02/24/2022 and 03/01/2023.

Has the filer sold other HIMS shares recently?

Yes; the filing lists multiple sales by Oluyemi Okupe in the prior three months, including a 145,000-share sale on 09/15/2025 for about $8,026,083.50.

How material is the proposed sale relative to HIMS outstanding shares?

The filing reports 217,641,958 shares outstanding; the proposed 154,958-share sale represents a very small fraction of that total.