[Form 4] Hims & Hers Health, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Oluyemi Okupe, Chief Financial Officer of Hims & Hers Health, Inc. (HIMS), reported option exercises and share sales on 08/26/2025 effected under a Rule 10b5-1 trading plan adopted May 31, 2024. The reporting person exercised 11,581 stock options with an exercise price of $5.01 per share and sold 11,581 Class A shares at an average weighted price of $43.6895 (sale prices ranged $43.55–$43.86). After these transactions, the reporting person beneficially owned 128,387 Class A shares directly and 7,853 shares indirectly via the Oluyemi Okupe Separate Property Trust dated 9-1-2021.

The exercised options increase the total number of shares underlying outstanding options to 349,784, with 11,581 options newly exercised and subject to standard vesting terms that began January 24, 2022.

Positive

• Transactions executed pursuant to a Rule 10b5-1 trading plan adopted May 31, 2024, providing an affirmative defense under Rule 10b5-1.
• Clear disclosure of option exercise and sale details: 11,581 options exercised at $5.01 and 11,581 shares sold at an average weighted price of $43.6895.
• Filing includes post-transaction beneficial ownership: 128,387 shares direct and 7,853 shares indirect via a named trust.

Negative

• Reduction in direct holdings due to the sale of 11,581 Class A shares.
• Weighted average sale price reported indicates shares were sold in a range ($43.55–$43.86), which may complicate precise per-price analysis without breakdown (though the filer offers to provide details on request).

Insights

Securities Analyst

TL;DR Routine, pre-planned exercise and sale under a 10b5-1 plan by the CFO; reduces insider holdings but follows an established trading plan.

The Form 4 shows a contemporaneous exercise of 11,581 options at $5.01 and an immediate sale of the same number of Class A shares at an average weighted price of $43.6895, executed pursuant to a 10b5-1 plan adopted May 31, 2024. The filing is consistent with a pre-arranged plan that provides an affirmative defense under Rule 10b5-1 and documents the post-transaction beneficial ownership: 128,387 shares direct and 7,853 indirect. No additional compensation changes, loans, or unusual derivative activity are disclosed beyond the option exercise and sale.

Corporate Governance Expert

TL;DR Disclosure aligns with governance best practices: transactions were executed under a documented 10b5-1 plan and signed by an attorney-in-fact.

The report explicitly states the 10b5-1 plan adoption date and provides the weighted average sale price range. The Form 4 is signed by Kimberly Mather as Attorney-in-Fact, indicating appropriate execution and recordkeeping. Vesting schedule details for the options are provided, showing standard time-based vesting tied to a January 24, 2022 commencement. The filing contains the expected detail for transparency to shareholders and regulators.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Okupe Oluyemi

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025

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	08/26/2025		M(1)		11,581	A	$5.01	128,387	D
Class A Common Stock	08/26/2025		S(1)		11,581	D	$43.6895(2)	116,806	D
Class A Common Stock								7,853	I	Held by Oluyemi Okupe Separate Property Trust dtd 9-1-2021

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
Stock Option (right to buy)	$5.01	08/26/2025		M(1)			11,581	(3)	02/23/2032	Class A Common Stock	11,581	$0	349,784	D

Explanation of Responses:

1. The stock option exercises and sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on May 31, 2024 by the Reporting Person.

2. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $43.55 - $43.86. The Reporting Person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.

3. 25% of the options will vest on the twelve (12) month anniversary of the Vesting Commencement Date of January 24, 2022. The balance of the shares shall vest in a series of thirty-six (36) successive equal monthly installments measured from the twelve (12) month anniversary of the Vesting Commencement Date, subject to optionholder's continuous Service (as defined in the Plan) as of each such vesting date.

Remarks:

	/s/ Kimberly Mather, Attorney-in-Fact for Oluyemi Okupe	08/28/2025
	** 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 did HIMS CFO Oluyemi Okupe do on 08/26/2025?

Oluyemi Okupe exercised 11,581 stock options at $5.01 per share and sold 11,581 Class A shares at an average weighted price of $43.6895, as reported on Form 4.

Were these transactions part of a pre-arranged plan for HIMS (ticker: HIMS)?

Yes. The Form 4 states the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted May 31, 2024.

How many HIMS shares does the reporting person own after the transactions?

After the transactions, the reporting person beneficially owned 128,387 Class A shares directly and 7,853 shares indirectly via a separate property trust.

What price range were the HIMS shares sold at?

Shares were sold in the range of $43.55 to $43.86, with an average weighted sale price reported as $43.6895.

Who signed the Form 4 for Oluyemi Okupe?

The Form 4 was signed by Kimberly Mather, Attorney-in-Fact for Oluyemi Okupe on 08/28/2025.