[8-K] Hims & Hers Health, Inc. Reports Material Event

Rhea-AI Filing Summary

Hims & Hers Health, Inc. announced that its board has authorized a new share repurchase program allowing the company to buy back up to $250.0 million of its Class A common stock. The 2025 Share Repurchase Program runs through November 11, 2028 and allows purchases from time to time through open market transactions, privately negotiated deals, Rule 10b5-1 plans or other methods, and it may be suspended or discontinued at any time. The company also reported that from October 1, 2025 through November 7, 2025 it repurchased 1,334,572 shares for a total of $55.5 million, fully using the capacity of its prior $100.0 million repurchase program that began in July 2024.

Insights

Equity Capital Allocation Analyst

Hims & Hers adds a new $250M, multi-year buyback after completing a prior program.

Hims & Hers has authorized a new share repurchase program of up to $250.0 million for its Class A common stock, with an expiration on November 11, 2028. This follows recent buybacks from October 1, 2025 through November 7, 2025, when the company repurchased 1,334,572 shares for $55.5 million under a prior $100.0 million program that started in July 2024.

The new authorization gives the company flexibility to conduct repurchases over several years using open market transactions, privately negotiated deals, Rule 10b5-1 plans, or other means. The board explicitly allows the program to be used on a discretionary basis and notes that it can be suspended or discontinued at any time, so actual execution will depend on business conditions and alternative investment opportunities.

For investors, the combination of a completed prior program and a larger new authorization signals an ongoing willingness to return capital through buybacks, though the eventual impact will depend on how much of the $250.0 million capacity is used over the period up to November 11, 2028.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________________________________________________________________________________________________

FORM 8-K

_____________________________________________________________________________________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 13, 2025

_____________________________________________________________________________________________________________________

HIMS & HERS HEALTH, INC.

(Exact name of registrant as specified in its charter)

_____________________________________________________________________________________________________________________

Delaware

001-38986

98-1482650

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

2269 Chestnut Street, #523

San Francisco, CA 94123

(Address of principal executive offices)

(415) 851-0195

(Registrant’s telephone number, including area code)

______________________________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

Class A Common Stock, $0.0001 par value

HIMS

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 8.01     Other Events

On November 13, 2025, the Board of Directors of Hims & Hers Health, Inc. (the “Company”) authorized and approved a new share repurchase program (the “2025 Share Repurchase Program”) pursuant to which the Company may repurchase up to $250.0 million of its Class A common stock. The 2025 Share Repurchase Program expires on November 11, 2028. The Company intends to use the 2025 Share Repurchase Program to repurchase shares on a discretionary basis from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions, Rule 10b5-1 plans or other means. The 2025 Share Repurchase Program may be suspended or discontinued at any time.

From October 1, 2025 through November 7, 2025, the Company repurchased 1,334,572 shares of its Class A common stock for a total of $55.5 million, fully utilizing the authorized capacity under its prior $100.0 million repurchase program, which was effective beginning July 2024.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			HIMS & HERS HEALTH, INC.
Date: November 17, 2025			By:			/s/ Oluyemi Okupe
						Oluyemi Okupe
						Chief Financial Officer

FAQ

What did Hims & Hers Health, Inc. (HIMS) announce in this Form 8-K?

The board of Hims & Hers Health, Inc. authorized a new share repurchase program under which the company may buy back up to $250.0 million of its Class A common stock, with an expiration date of November 11, 2028.

How large is the new HIMS share repurchase program and how long does it last?

The new HIMS share repurchase program authorizes up to $250.0 million of Class A common stock repurchases and is scheduled to remain in effect until November 11, 2028, unless suspended or discontinued earlier.

What methods can Hims & Hers use to repurchase its Class A common stock?

Hims & Hers may repurchase shares under the program through open market purchases, privately negotiated transactions, Rule 10b5-1 plans, or other means, on a discretionary basis and subject to business and market conditions.

Can the HIMS 2025 Share Repurchase Program be changed or stopped?

Yes. The 2025 Share Repurchase Program may be suspended or discontinued at any time, giving Hims & Hers flexibility to adjust repurchase activity based on conditions and other investment opportunities.

How much stock did Hims & Hers repurchase before this new authorization?

From October 1, 2025 through November 7, 2025, Hims & Hers repurchased 1,334,572 shares of its Class A common stock for a total of $55.5 million, fully using the capacity under its prior $100.0 million repurchase program that began in July 2024.

What type of prior capital return program did HIMS complete before launching the 2025 program?

Before authorizing the 2025 Share Repurchase Program, Hims & Hers had a $100.0 million share repurchase program, effective beginning July 2024, which was fully utilized by repurchasing shares totaling $55.5 million from October 1, 2025 through November 7, 2025 and earlier repurchases not detailed in this excerpt.