STOCK TITAN

HIMS Form 4: Oluyemi Okupe exercised options and sold shares under 10b5-1 plan

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

Rhea-AI Filing Summary

Oluyemi Okupe, Chief Financial Officer of Hims & Hers Health, Inc. (HIMS), executed option exercises and share sales under a Rule 10b5-1 plan on 09/29/2025. He exercised 49,832 stock options with a $5.01 exercise price and sold 85,000 Class A common shares at a weighted average price of $60.1991 (sales ranged $59.95–$60.48). Following the reported transactions, the filing shows 70,232 shares directly beneficially owned and 7,853 shares indirectly held by the Oluyemi Okupe Separate Property Trust dated 9-1-2021. The filing discloses remaining derivative holdings totaling 189,952 option shares following the transactions and notes vesting terms and the 10b5-1 plan adoption date of May 21, 2025.

Positive

  • Transactions were executed under a Rule 10b5-1 trading plan, which provides pre-established parameters and transparency
  • Sales reported with a weighted average price ($60.1991) and price range ($59.95–$60.48), giving clear pricing information
  • Filing includes vesting schedule and trust-held shares, improving disclosure of continued insider economic interest

Negative

  • Reported sale of 85,000 shares represents a sizable insider disposition (no gross proceeds disclosed in the form)
  • Filing does not state gross proceeds from the sales, requiring third-party calculation if needed

Insights

TL;DR: Routine insider exercise and sale under a 10b5-1 plan; proceeds realized at ~ $60.20 per share.

The transaction is a common liquidity event for executives who exercise low-cost options and monetize shares. Exercising 49,832 options at a $5.01 strike and selling 85,000 shares at a weighted average of $60.1991 generated material proceeds relative to the option strike but the filing does not disclose gross proceeds. The use of a pre-established Rule 10b5-1 plan and explicit sale price range reduces concerns about opportunistic timing. The remaining direct and indirect holdings, plus 189,952 derivative shares, indicate continued economic exposure to company equity.

TL;DR: Disclosure conforms to standard reporting; transactions were executed under a documented 10b5-1 plan.

The Form 4 properly reports exercise, sale, and beneficial ownership changes and includes the 10b5-1 adoption date and sale price range. The filing also provides vesting schedule details for outstanding options and identifies indirect ownership via a trust. There are no stated amendments or caveats; on-file signatures and attorney-in-fact execution satisfy procedural requirements. This is a routine, transparent insider disclosure with no filing irregularities disclosed.

Insider Okupe Oluyemi
Role Chief Financial Officer
Sold 85,000 shs ($5.12M)
Type Security Shares Price Value
Exercise Stock Option (right to buy) 49,832 $0.00 --
Exercise Class A Common Stock 49,832 $5.01 $250K
Sale Class A Common Stock 85,000 $60.1991 $5.12M
holding Class A Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) — 189,952 shares (Direct); Class A Common Stock — 155,232 shares (Direct); Class A Common Stock — 7,853 shares (Indirect, Held by Oluyemi Okupe Separate Property Trust dtd 9-1-2021)
Footnotes (1)
  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 21, 2025 by the Reporting Person. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $59.95 - $60.48. 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. 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.
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).
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)
09/29/2025
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 09/29/2025 M(1) 49,832 A $5.01 155,232 D
Class A Common Stock 09/29/2025 S(1) 85,000 D $60.1991(2) 70,232 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 09/29/2025 M(1) 49,832 (3) 02/23/2032 Class A Common Stock 49,832 $0 189,952 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 21, 2025 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 $59.95 - $60.48. 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 09/30/2025
** 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 transact on 09/29/2025?

He exercised 49,832 stock options at a $5.01 exercise price and sold 85,000 Class A shares at a weighted average price of $60.1991 under a Rule 10b5-1 plan.

Were these trades part of a prearranged plan for HIMS (symbol HIMS)?

Yes. The filing states the option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted May 21, 2025.

How many HIMS shares does Okupe beneficially own after these transactions?

The Form 4 reports 70,232 shares directly beneficially owned after the sale and 7,853 shares indirectly held in a trust.

What is the remaining derivative exposure disclosed by the filing?

The filing shows 189,952 derivative securities (options) beneficially owned following the reported transactions.

Does the filing disclose the exact prices at which all shares were sold?

The filing provides a weighted average sale price of $60.1991 and a sale range of $59.95–$60.48; it states full per-price details will be provided upon request to the Commission or issuer.