COO Michael Chi settles RSUs, tax withholding at Hims & Hers (NYSE: HIMS)

Rhea-AI Filing Summary

Hims & Hers Health, Inc. Chief Operating Officer Michael Chi reported compensation-related stock activity tied to restricted stock units (RSUs). On March 13, 2026, he converted vested RSUs into 72,108 shares of Class A common stock.

To satisfy tax withholding obligations on these vestings, the company withheld a total of 237,756 shares of Class A common stock at $24.77 per share, rather than selling shares on the open market. After all exercises and tax withholdings, Chi directly holds 504,571 shares of Class A common stock.

The RSUs are subject to service-based vesting over four-year periods, with quarterly vesting dates beginning on various schedules between June 15, 2022 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^*

Chi Michael

(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 Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/13/2026

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	03/13/2026		F		198,542(1)	D	$24.77	471,677	D
Class A Common Stock	03/13/2026		M		72,108	A	(2)	543,785	D
Class A Common Stock	03/13/2026		F		39,214(3)	D	$24.77	504,571	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	(2)	03/13/2026		M			9,357	(4)	(4)	Class A Common Stock	9,357	$0	0	D
Restricted Stock Unit	(2)	03/13/2026		M			16,495	(5)	(5)	Class A Common Stock	16,495	$0	32,992	D
Restricted Stock Unit	(2)	03/13/2026		M			16,298	(6)	(6)	Class A Common Stock	16,298	$0	65,189	D
Restricted Stock Unit	(2)	03/13/2026		M			19,359	(7)	(7)	Class A Common Stock	19,359	$0	154,867	D
Restricted Stock Unit	(2)	03/13/2026		M			10,599	(8)	(8)	Class A Common Stock	10,599	$0	127,191	D

Explanation of Responses:

1. The shares of Class A Common Stock were withheld by the issuer to cover tax withholding obligations in connection with the distribution and settlement of performance restricted stock units that vested on February 23, 2026.

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

3. 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.

4. 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 each Company Quarterly Vesting Date occurring on or after June 15, 2022.

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 each Company Quarterly Vesting Date occurring on or after December 15, 2022.

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 each Company Quarterly Vesting Date occurring on or after June 15, 2023.

7. 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.

8. 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 Michael Chi	03/17/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did HIMS COO Michael Chi report on this Form 4?

COO Michael Chi reported converting multiple restricted stock unit grants into 72,108 shares of Hims & Hers Class A common stock. The transactions reflect routine vesting and settlement of equity compensation rather than open-market buying or selling activity.

How many HIMS shares were withheld for taxes in Michael Chi’s March 2026 transactions?

A total of 237,756 Hims & Hers Class A common shares were withheld by the company at $24.77 per share. These shares covered tax obligations arising from the vesting and settlement of performance RSUs and other RSUs reported in the filing.

How many HIMS shares does COO Michael Chi own after these Form 4 transactions?

Following the reported RSU settlements and tax-withholding entries, Michael Chi directly owns 504,571 shares of Hims & Hers Class A common stock. This figure represents his direct holdings after all exercises and share withholdings on March 13, 2026.

What are the vesting terms of the RSUs reported for HIMS COO Michael Chi?

The RSUs reported for Michael Chi vest over four-year periods in substantially equal quarterly installments. Vesting occurs on company quarterly vesting dates starting on June 15 of 2022, 2023, 2024, or 2025, depending on the specific RSU grant described in the footnotes.

Do Michael Chi’s HIMS Form 4 transactions involve open-market stock sales?

No, the Form 4 shows tax-withholding dispositions and derivative exercises, not open-market sales. Shares were withheld by Hims & Hers to pay tax obligations tied to RSU vesting, a common mechanism that does not reflect discretionary selling into the market.