STOCK TITAN

Hims & Hers CTO settles 188K RSUs, withholds tax

Hims & Hers Health, Inc. reported equity compensation activity by CTO Mohamed Elshenawy involving the vesting and settlement of restricted stock units (RSUs) into Class A Common Stock.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hims & Hers Health, Inc. reported equity compensation activity by CTO Mohamed Elshenawy involving the vesting and settlement of restricted stock units (RSUs) into Class A Common Stock. On 2026-08-14, RSUs covering 188,285 shares were exercised/converted into an equal number of Class A shares. In connection with this vesting, 95,798 shares of Class A Common Stock were withheld by the company at $28.15 per share to satisfy tax withholding obligations. The RSU awards are subject to service-based vesting over 3- and 4-year periods, with initial and subsequent vesting occurring on the company’s quarterly vesting dates beginning June 15, 2026.

Positive

  • None.

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  • None.
Insider Elshenawy Mohamed
Role CTO
Type Security Shares Price Value
Exercise Restricted Stock Unit F1, F3 64,771 $0.00 $0.00
Exercise Restricted Stock Unit F1, F4 23,514 $0.00 $0.00
Exercise Restricted Stock Unit F1, F5 100,000 $0.00 $0.00
Exercise Class A Common Stock F1 188,285 -- --
Tax Withholding Class A Common Stock F2 95,798 $28.15 $2.70M
Holdings After Transaction: Restricted Stock Unit — 2,141,679 contracts (Direct); Class A Common Stock — 193,510 shares (Direct)
Footnotes (5)
  1. F1. The Restricted Stock Units ("RSUs") represent a contingent right to receive one share of Class A Common Stock for each RSU.
  2. F2. 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. F3. 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 June 15, 2026, and the remaining 75% of the RSUs vesting in substantially equal quarterly installments thereafter on the Company's quarterly vesting dates.
  4. F4. 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 Company's quarterly vesting dates, with the first such vesting date on June 15, 2026.
  5. F5. The RSUs shall be subject to a service-based vesting requirement, which shall be satisfied over a 3-year period, with the RSUs vesting in substantially equal quarterly installments on the applicable Company quarterly vesting dates, with the first of such vesting dates to be the first Company quarterly vesting date to occur following the grant date of the award.
RSUs exercised/converted 188,285 shares Total Class A Common Stock underlying RSUs settled on 2026-08-14
Shares withheld for taxes 95,798 shares Class A shares withheld to cover tax withholding obligations
Tax withholding share price $28.15 per share Value applied to shares withheld under transaction code F
RSU vesting period (award F3) 4 years 25% on June 15, 2026; remaining 75% in quarterly installments
RSU vesting period (award F4) 4 years Vests in substantially equal quarterly installments starting June 15, 2026
RSU vesting period (award F5) 3 years Vests in substantially equal quarterly installments after the grant date
Restricted Stock Unit financial
"The Restricted Stock Units ("RSUs") represent a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
service-based vesting requirement financial
"The RSUs are subject to a service-based vesting requirement, which shall be satisfied"
tax withholding obligations financial
"shares of Class A Common Stock were withheld by the issuer to cover tax withholding obligations"
quarterly vesting dates financial
"vesting in substantially equal quarterly installments thereafter on the Company's quarterly vesting dates"

FAQ

What did HIMS CTO Mohamed Elshenawy report in this Form 4 transaction?

CTO Mohamed Elshenawy reported the vesting and settlement of RSUs into 188,285 shares of Hims & Hers Health, Inc. Class A Common Stock, with a portion of those shares withheld to cover tax obligations.

How many HIMS shares were withheld for taxes in the reported Form 4?

The company withheld 95,798 shares of Hims & Hers Class A Common Stock at $28.15 per share to satisfy Mohamed Elshenawy’s tax withholding obligations related to the RSU vesting.

How many RSUs vested for the HIMS CTO in this filing?

RSUs corresponding to 188,285 underlying shares of Hims & Hers Class A Common Stock vested and were settled on 2026-08-14, reflecting previously granted restricted stock unit awards.

What are the vesting terms of Mohamed Elshenawy’s HIMS RSU awards?

The RSUs are subject to service-based vesting over 3- and 4-year periods, with 25% or equal installments beginning on June 15, 2026 and then vesting in substantially equal quarterly installments thereafter.

Does this HIMS Form 4 indicate an open-market sale by the CTO?

The Form 4 shows RSU exercises and withholding of shares for taxes under code F, not an open-market sale. The disposition reflects shares delivered to cover tax liabilities related to vesting.

What is the per-share value used for HIMS tax withholding in this Form 4?

For tax withholding purposes, the company used a value of $28.15 per share on 95,798 Class A shares withheld in connection with the RSU vesting and settlement.

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

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SEC Form 4
FORM 4UNITED 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).
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*
Elshenawy Mohamed

(Last)(First)(Middle)
2269 CHESTNUT STREET, #523

(Street)
SAN FRANCISCO CALIFORNIA 94123

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Hims & Hers Health, Inc. [ HIMS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CTO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/14/2026M188,285A(1)289,308D
Class A Common Stock08/14/2026F95,798(2)D$28.15193,510D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)08/14/2026M64,771 (3) (3)Class A Common Stock64,771$0712,484D
Restricted Stock Unit(1)08/14/2026M23,514 (4) (4)Class A Common Stock23,514$0329,195D
Restricted Stock Unit(1)08/14/2026M100,000 (5) (5)Class A Common Stock100,000$01,100,000D
Explanation of Responses:
1. The Restricted Stock Units ("RSUs") 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 June 15, 2026, and the remaining 75% of the RSUs vesting in substantially equal quarterly installments thereafter on the Company's quarterly vesting dates.
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 the Company's quarterly vesting dates, with the first such vesting date on June 15, 2026.
5. The RSUs shall be subject to a service-based vesting requirement, which shall be satisfied over a 3-year period, with the RSUs vesting in substantially equal quarterly installments on the applicable Company quarterly vesting dates, with the first of such vesting dates to be the first Company quarterly vesting date to occur following the grant date of the award.
Remarks:
/s/ Kimberly Mather, Attorney-in-Fact for Mohamed Elshenawy08/18/2026
** Signature of Reporting PersonDate
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.
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* Form 4: SEC 1474 (03-26)