Hims & Hers Health (NYSE: HIMS) CMO details RSU vesting and taxes in Form 4

Rhea-AI Filing Summary

Hims & Hers Health, Inc. director and Chief Medical Officer Patrick Harrison Carroll reported equity compensation activity dated December 15, 2025. Restricted stock units (RSUs) converted into 16,521 shares of Class A common stock (transaction code M), increasing his direct holdings to 186,461 shares before tax withholding.

The issuer then withheld 6,500 shares at $36.25 per share (transaction code F) to satisfy tax withholding obligations tied to the RSU vesting, leaving Carroll with 179,961 directly held shares. The RSUs vest over four-year service periods: one grant vests 25% on December 15, 2023 with the remainder in substantially equal quarterly installments on March 15, June 15, September 15 and December 15, and additional grants vest quarterly on these same Company Quarterly Vesting Dates starting June 15, 2024 and June 15, 2025.

SEC Form 4

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).

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^*

Carroll Patrick Harrison

(Last) (First) (Middle)

2269 CHESTNUT STREET, #523

(Street)

SAN FRANCISCO CA 94123

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hims & Hers Health, Inc. [ HIMS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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	12/15/2025		M		16,521	A	(1)	186,461	D
Class A Common Stock	12/15/2025		F		6,500(2)	D	$36.25	179,961	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)	12/15/2025		M			8,149	(3)	(3)	Class A Common Stock	8,149	$0	32,595	D
Restricted Stock Unit	(4)	12/15/2025		M			4,839	(5)	(5)	Class A Common Stock	4,839	$0	43,557	D
Restricted Stock Unit	(4)	12/15/2025		M			3,533	(6)	(6)	Class A Common Stock	3,533	$0	45,930	D

Explanation of Responses:

1. The Reporting Person was granted Restricted Stock Units ("RSUs") which 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 RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with 25% of the RSUs vesting on December 15, 2023, and the remaining 75% of the RSUs vesting in substantially equal quarterly installments over the following 3 years, on the specified vesting dates of March 15, June 15, September 15 and December 15 (each, a "Company Quarterly Vesting Date") occurring thereafter.

4. The Restricted Stock Units ("RSUs") represent a contingent right to receive one share of Class A Common Stock for each RSU.

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 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.

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, 2025.

Remarks:

	/s/ Kimberly Mather, Attorney-in-Fact for Patrick Harrison Carroll	12/16/2025
	** 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.

FAQ

What insider transaction did Hims & Hers Health (HIMS) report in this Form 4?

The filing shows that RSUs held by director and Chief Medical Officer Patrick Harrison Carroll vested and settled into 16,521 shares of Class A common stock, followed by the issuer withholding 6,500 shares at $36.25 per share to cover tax obligations.

Who is the reporting person in the Hims & Hers Health (HIMS) Form 4 and what is their role?

The reporting person is Patrick Harrison Carroll, who serves as both a director and the company's Chief Medical Officer, giving him insider status for reporting equity transactions.

How many Hims & Hers Health (HIMS) shares does Patrick Harrison Carroll own after the reported transaction?

After the RSU settlement and tax share withholding, Patrick Harrison Carroll beneficially owns 179,961 shares of Hims & Hers Health Class A common stock directly.

How do the RSUs reported by Hims & Hers Health (HIMS) vest over time?

One RSU grant vests over four years, with 25% vesting on December 15, 2023 and the remaining 75% vesting in substantially equal quarterly installments on March 15, June 15, September 15 and December 15. Other RSU grants vest in substantially equal quarterly installments on these same Company Quarterly Vesting Dates, starting on June 15, 2024 and June 15, 2025.

Were the 6,500 Hims & Hers Health (HIMS) shares sold on the market?

No. According to the disclosure, the 6,500 shares of Class A common stock were withheld by the issuer to cover tax withholding obligations related to the RSU vesting and settlement, rather than being sold in an open-market transaction.

What does each RSU reported by Hims & Hers Health (HIMS) represent?

Each restricted stock unit (RSU) reported represents a contingent right to receive one share of Class A common stock of Hims & Hers Health upon satisfaction of the applicable service-based vesting conditions.