Hims & Hers insider filing: 128,127 Class A shares planned sale on 08/18/2025

Rhea-AI Filing Summary

Form 144 notice for HIMS (Class A) shows a proposed sale of 128,127 Class A shares with an aggregate market value of $5,793,902.94, scheduled approximately for 08/18/2025. The filing reports that 125,335 of those shares derive from an option granted on 06/17/2020 and are to be sold for cash on 08/18/2025, while 2,792 shares were acquired by restricted stock vesting on 06/15/2024 as compensation. The issuer's outstanding Class A shares are reported as 217,641,958. The filing also discloses multiple Class A sales by Andrew Dudum and the Dudum Family Trust between 06/16/2025 and 07/21/2025 with detailed gross proceeds for each transaction.

Positive

• Transparent disclosure of planned insider sale with specific share counts, acquisition dates, and sale date
• Breakdown of securities showing option-derived and restricted-stock-derived shares, clarifying basis of holdings
• Identification of sellers (Andrew Dudum and Dudum Family Community Property Trust) and gross proceeds for recent sales

Negative

• Material insider selling activity over June–July 2025 and a proposed sale on 08/18/2025 totaling significant cash proceeds
• Concentration of sales by a single individual and related trust across multiple dates, which may be perceived negatively by some investors

Insights

Financial Analyst

TL;DR: Insider sales disclosed are sizeable but not clearly dilutive given outstanding share count; monitor timing and pattern of disposals.

The filing documents a planned sale of 128,127 Class A shares valued at roughly $5.8 million and shows multiple recent insider transactions by the same persons in June and July 2025. Relative to the reported 217.6 million outstanding Class A shares, the planned sale represents a small percentage of the float, suggesting limited direct dilution. However, the recurrence of sales over several weeks merits attention for potential signaling about insider liquidity needs rather than corporate financing changes. All facts are taken directly from the filing.

Corporate Governance Expert

TL;DR: The Form 144 provides required disclosure for planned insider sales and confirms compliance with Rule 144 mechanics.

The notice identifies the sellers and links the shares to option exercise and restricted stock vesting events, and includes the statutory representation about absence of undisclosed material adverse information. The filing format and included dates for acquisition and sale align with Rule 144 disclosure practices. From a governance perspective, transparent disclosure of seller identity and transaction types supports market transparency; the filing does not itself indicate any corporate governance action by the issuer.

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

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
Class A	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	128127	5793902.94	217641958	08/18/2025	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 *
Class A	08/18/2025	Option Granted - 06/17/2020	Issuer			125335	08/18/2025	Cash
Class A	06/15/2024	Restricted Stock Vesting	Issuer			2792	06/15/2024	Compensation

* 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
Andrew Dudum 2269 Chestnut Street #523 San Francisco CA 94123	Class A	06/16/2025	128127	7230644.74
Dudum Family Community Property Trust Dtd 03/04/21 2269 Chestnut Street #523 San Francisco CA 94123	Class A	06/16/2025	47534	2686298.76
Andrew Dudum 2269 Chestnut Street #523 San Francisco CA 94123	Class A	06/17/2025	65110	3855543.59
Andrew Dudum 2269 Chestnut Street #523 San Francisco CA 94123	Class A	07/16/2025	2792	141216.51
Dudum Family Community Property Trust Dtd 03/04/21 2269 Chestnut Street #523 San Francisco CA 94123	Class A	07/16/2025	47534	2388816.19
Andrew Dudum 2269 Chestnut Street #523 San Francisco CA 94123	Class A	07/21/2025	125335	6208636.66

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 shares does the HIMS Form 144 propose to sell?

The notice proposes sale of 128,127 Class A shares with an aggregate market value of $5,793,902.94.

When is the approximate sale date listed on the Form 144?

The approximate date of sale is listed as 08/18/2025.

How were the shares being sold acquired according to the filing?

125,335 shares derive from an option granted on 06/17/2020 (to be sold for cash) and 2,792 shares from restricted stock vesting on 06/15/2024 (compensation).

Who conducted recent sales of HIMS Class A shares in the past three months?

Recent sellers named are Andrew Dudum and the Dudum Family Community Property Trust dated 03/04/21, with multiple transactions and listed gross proceeds.

How many Class A shares are outstanding per this filing?

The filing reports 217,641,958 Class A shares outstanding.

Does the Form 144 include a representation about material nonpublic information?

Yes; the signer represents they do not know any material adverse information about the issuer that has not been publicly disclosed.