Hims & Hers CEO holds 22.6M shares, 9.4% stake

Rhea-AI Filing Summary

Hims & Hers Health, Inc. (HIMS) is reporting an updated ownership position for its Chief Executive Officer and director, Andrew Dudum22,610,002 shares tied to the company’s equity structure, representing 9.4% of the Class A common stock on an as-converted, option-exercised basis, and 100% of the outstanding Class V common stock.

The position includes 7,200,015 Class A shares held by affiliated trusts, 1,033,177 Class A shares held directly, 8,377,623 Class V shares held by affiliated trusts, and options for 5,976,847 Class A shares exercisable within 60 days plus 22,340 additional options vesting over four years. Class V shares automatically convert into Class A shares upon certain transfers or board actions. Restricted stock units covering 1,071,690 Class A shares are excluded because they are not expected to settle within 60 days.

Key Figures

Beneficially owned shares: 22,610,002 shares Percent of Class A common stock: 9.4% Class A shares held by affiliated trusts: 7,200,015 shares +5 more

8 metrics

Beneficially owned shares 22,610,002 shares Shares beneficially owned by Andrew Dudum

Percent of Class A common stock 9.4% Portion of Class A common stock beneficially owned by Andrew Dudum

Class A shares held by affiliated trusts 7,200,015 shares Class A common stock held by trusts affiliated with Andrew Dudum

Class V shares held by affiliated trusts 8,377,623 shares Class V common stock held by trusts affiliated with Andrew Dudum

Options exercisable within 60 days 5,976,847 shares Class A shares underlying stock options exercisable within 60 days

Additional unexercisable options 22,340 shares Class A shares underlying options not exercisable within 60 days

Total Class A baseline for percentage 240,377,605 shares Sum of outstanding Class A, Class V, and Dudum’s options for percentage calculation

Outstanding Class A common stock 224,935,790 shares Issuer’s Class A common stock outstanding as of August 7, 2026

Key Terms

beneficially owns, Class V Common Stock, dispositive power, restricted stock units, +2 more

6 terms

beneficially owns financial

"The Reporting Person beneficially owns 9.4% of the outstanding shares"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

Class V Common Stock financial

"All shares of Class V Common Stock will convert automatically"

dispositive power financial

"Sole Dispositive Power 22,610,002.00"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

restricted stock units financial

"Excludes 1,071,690 shares of Class A Common Stock underlying restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

service-based vesting financial

"subject to service-based vesting over a four-year period"

Schedule 13D regulatory

"previously filed a statement on Schedule 13D to report the acquisition"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many HIMS shares does Andrew Dudum beneficially own according to this Schedule 13D/A?

Andrew Dudum beneficially owns 22,610,002 shares related to Hims & Hers Health, Inc., representing 9.4% of the Class A common stock on an as-converted and option-exercised basis, and he also beneficially owns 100% of the outstanding Class V common stock.

What percentage of Hims & Hers Health (HIMS) Class A common stock does Andrew Dudum control?

Andrew Dudum beneficially owns 9.4% of Hims & Hers Health’s Class A common stock, based on a total of 240,377,605 Class A shares calculated from outstanding shares, Dudum’s exercisable options, and his Class V shares on an as-converted basis.

How is Andrew Dudum’s HIMS ownership structured between different share classes and options?

His beneficial ownership includes 7,200,015 Class A shares via affiliated trusts, 1,033,177 Class A shares directly, 8,377,623 Class V shares via affiliated trusts, and options for 5,976,847 Class A shares exercisable within 60 days plus 22,340 additional unexercisable options.

What are the vesting terms of Andrew Dudum’s unexercisable HIMS stock options?

There are 22,340 Class A shares underlying stock options that are not exercisable within 60 days. These options are subject to service-based vesting over four years, with approximately 4,468 options vesting per month through April 2027.

Are Andrew Dudum’s HIMS restricted stock units included in his beneficial ownership total?

No. The filing excludes 1,071,690 Class A shares underlying restricted stock units from Andrew Dudum’s beneficial ownership calculation because those units are not expected to settle within 60 days of the relevant date.

When do Hims & Hers Health (HIMS) Class V shares held by Andrew Dudum convert to Class A shares?

All Class V common stock converts automatically into an equal number of Class A shares upon any transfer of Class V shares, with limited exceptions, and may also convert upon adoption of a board resolution after specific trigger conditions described in the company’s Certificate of Incorporation are met.

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

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Available on EDGAR 08/31/2026 - 09:49 PM EDT Accepted by SEC EDGAR 08/31/2026 - 09:49 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Hims & Hers Health, Inc.

(Name of Issuer)

Class A common stock, $0.0001 par value per share

(Title of Class of Securities)

433000106

(CUSIP Number)

Andrew Dudum
2269 Chestnut Street, #523,
San Francisco, CA, 94123
415-851-0195

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/27/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 433000106

1

Name of reporting person

Andrew Dudum

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

SC, PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 22,610,002.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 22,610,002.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

22,610,002.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.4 %

14

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person:

1. Includes (i) 7,200,015 shares of Class A Common Stock held by trusts affiliated with the Reporting Person, (ii) 1,033,177 shares of Class A Common Stock held directly by the Reporting Person, (iii) 8,377,623 shares of Class V Common Stock held by trusts affiliated with the Reporting Person, (iv) 5,976,847 shares of Class A Common Stock underlying stock options exercisable within 60 days of the date of this Schedule 13D held by the Reporting Person and (v) 22,340 shares of Class A Common Stock underlying stock options that are not exercisable within 60 days of the date of this Schedule 13D, but which are subject to service-based vesting over a four-year period, with approximately 4,468 options vesting per month through April 2027. Excludes 1,071,690 shares of Class A Common Stock underlying restricted stock units not expected to settle within 60 days. 2. All shares of Class V Common Stock will convert automatically into an equal number of shares of Class A Common Stock (i) upon any transfer of shares of Class V Common Stock, with limited exceptions and (ii) upon adoption of a resolution by the Board at any time on or after the one-year anniversary of the date that both trigger conditions, as such conditions are described in the Issuer's Certificate of Incorporation, dated as of January 20, 2021, are satisfied. 3. Percentage is calculated based on 240,377,605 shares of Class A Common Stock, which is the sum of (i) 224,935,790 shares of Class A Common Stock of the Issuer outstanding as of August 7, 2026, as reported by the Issuer in its Form 10-Q filed with the Securities and Exchange Commission (the "Commission") on August 10, 2026, plus (ii) 8,377,623 shares of Class V Common Stock of the Issuer outstanding, (iii) 5,976,847 shares of Class A Common Stock underlying stock options held by the Reporting Person that are exercisable within 60 days of the date of this Schedule 13D and (iv) 22,340 shares of Class A Common Stock underlying stock options held by the Reporting Person that are not exercisable within 60 days of the date of this Schedule 13D. The Reporting Person beneficially owns 9.4% of the outstanding shares of Class A Common Stock (assuming exercise of all outstanding stock options and conversion of all outstanding shares of Class V held by the Reporting Person) and 100% of the outstanding Class V Common Stock.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A common stock, $0.0001 par value per share
(b)	Name of Issuer: Hims & Hers Health, Inc.
(c)	Address of Issuer's Principal Executive Offices: 2269 Chestnut Street, #523, San Francisco, CALIFORNIA , 94123.
Item 1 Comment: This Amendment No. 4 to Schedule 13D relates to the Class A Common Stock, $0.0001 par value per share (Class A Common Stock) of Hims & Hers Health, Inc. (Issuer), and amends and supplements the initial statement on Schedule 13D filed by the Reporting Person with the Commission on February 1, 2021, as amended by Amendment No. 1 filed with the Commission on December 15, 2021, Amendment No. 2 filed with the Commission on October 25, 2024 and Amendment No. 3 filed with the Commission on August 13, 2025 (collectively, the Original Schedule 13D and, as so amended and supplemented, the Statement). This Statement is being filed by the Reporting Person. Only those items that are hereby reported are amended; all other items reported in the Original Schedule 13D remain unchanged. Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable. Capitalized terms not defined in this Amendment No. 4 have the meanings ascribed to them in the Original Schedule 13D.
Item 2.	Identity and Background
(a)	Andrew Dudum, an individual ( "Reporting Person").
(b)	The business address of Reporting Person is c/o Hims & Hers Health, Inc., 2269 Chestnut Street, #523, San Francisco, California, 94123.
(c)	The Reporting Person is the Chief Executive Officer and a member of the Board of Directors of the Issuer.
(d)	During the last five years, Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).
(e)	During the last five years, Reporting Person has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding has been or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	The Reporting Person is a citizen of the United States of America.
Item 3.	Source and Amount of Funds or Other Consideration
	The information set forth in Item 3 of the Original Schedule 13D is incorporated herein by reference.
Item 4.	Purpose of Transaction
	The information set forth in Item 4 of the Original Schedule 13D is incorporated herein by reference.
Item 5.	Interest in Securities of the Issuer
(a)	See Items 7-11 of the cover pages of this Amendment No. 4.
(b)	See Items 7-11 of the cover pages of this Amendment No. 4.
(c)	The transactions in the securities of the Issuer by the Reporting Person since the sixtieth day prior to the date of the event requiring the filing of this Amendment No. 4 are set forth in Schedule A hereto and are incorporated herein by reference.
(d)	To the best knowledge of the Reporting Person, no person other than the Reporting Person or his affiliated trusts has the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of the shares of Class A Common Stock reported herein.
(e)	Not applicable
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	The information set forth in Item 6 of the Original Schedule 13D is incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	Ex. 99.A - Schedule A

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Andrew Dudum

Signature:	/s/ Kimberly Mather
Name/Title:	Kimberly Mather, as Attorney-in-Fact for Andrew Dudum
Date:	08/31/2026