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

Hims & Hers Health (NYSE: HIMS) CFO sells 11,581 shares after option exercise

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Hims & Hers Health, Inc. Chief Financial Officer Oluyemi Okupe exercised stock options for 11,581 shares of Class A Common Stock at $5.0100 per share on August 26, 2025, then sold 11,581 shares at a weighted-average price of $43.6895 pursuant to a Rule 10b5-1 trading plan adopted on May 31, 2024. After these transactions, he holds 116,806 shares directly and 7,853 shares indirectly through the Oluyemi Okupe Separate Property Trust.

Positive

  • None.

Negative

  • None.

Insights

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.

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.

Insider Okupe Oluyemi
Role Chief Financial Officer
Sold 11,581 shs ($506K)
Approx. gross sale proceeds $506K
Approx. exercise cost $58K
Approx. pre-tax spread $448K
Type Security Shares Price Value
Exercise Stock Option (right to buy) 11,581 $0.00 $0.00
Exercise Class A Common Stock 11,581 $5.01 $58K
Sale Class A Common Stock 11,581 $43.6895 $506K
holding Class A Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) — 349,784 shares (Direct); Class A Common Stock — 116,806 shares (Direct); Class A Common Stock — 7,853 shares (Indirect, Held by Oluyemi Okupe Separate Property Trust dtd 9-1-2021)
Footnotes (3)
  1. F1. 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. F2. 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. F3. 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.
Options exercised 11,581 shares Stock options for Class A Common Stock exercised on August 26, 2025 at $5.0100 per share
Exercise price $5.0100 per share Conversion or exercise price of stock options exercised by the CFO
Shares sold 11,581 shares Class A Common Stock sold on August 26, 2025 following option exercise
Sale price (weighted average) $43.6895 per share Average weighted price of shares sold; trades ranged from $43.55 to $43.86
Sale price range $43.55 - $43.86 per share Range of prices for Hims & Hers shares sold on August 26, 2025
Direct holdings after transaction 116,806 shares Canonical post-transaction direct holding of Hims & Hers Class A Common Stock
Indirect trust holdings 7,853 shares Class A Common Stock held by Oluyemi Okupe Separate Property Trust dtd 9-1-2021
Option expiration date 2032-02-23 Expiration date of the stock option grant that was exercised
Rule 10b5-1 trading plan regulatory
"were effected pursuant to a Rule 10b5-1 trading plan adopted on May 31, 2024"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
average weighted price financial
"Price reported constitutes the average weighted price of shares sold"
Vesting Commencement Date financial
"twelve (12) month anniversary of the Vesting Commencement Date of January 24, 2022"
The vesting commencement date is the starting point when an employee begins earning ownership rights to their promised benefits, such as stock options or retirement contributions. Think of it like the day a savings account is opened—only after this date do the benefits start to grow and become fully available over time. It matters to investors because it marks when the clock begins ticking toward full ownership, affecting the timing and value of these benefits.
Separate Property Trust financial
"Held by Oluyemi Okupe Separate Property Trust dtd 9-1-2021"
Class A Common Stock financial
"underlying security title Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did HIMS CFO Oluyemi Okupe report on this Form 4?
Oluyemi Okupe reported exercising 11,581 Hims & Hers stock options at $5.0100 per share and selling 11,581 Class A shares at a weighted-average price of $43.6895 on August 26, 2025, under a Rule 10b5-1 trading plan.

How many HIMS shares did Oluyemi Okupe sell, and at what price?
He sold 11,581 Class A Common shares at a weighted-average price of $43.6895 per share. The trades occurred in a price range from $43.55 to $43.86, as disclosed in the Form 4 footnote.

What options did HIMS CFO Oluyemi Okupe exercise on August 26, 2025?
He exercised stock options covering 11,581 shares of Class A Common Stock at an exercise price of $5.0100 per share. The options expire on February 23, 2032 and vest over 25% after one year, then 36 monthly installments.

What are Oluyemi Okupe’s HIMS shareholdings after these transactions?
Following the reported transactions, Oluyemi Okupe holds 116,806 Hims & Hers Class A shares directly. He also has 7,853 shares held indirectly through the Oluyemi Okupe Separate Property Trust dated September 1, 2021.

Were Oluyemi Okupe’s HIMS trades made under a Rule 10b5-1 plan?
Yes. The Form 4 notes that the option exercises and share sales were effected under a Rule 10b5-1 trading plan adopted on May 31, 2024, indicating these transactions followed a pre-arranged trading schedule.
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.

Source: View Original Filing on SEC EDGAR