Sec Form 4 Filing - Maltz Jules A. @ Hims & Hers Health, Inc. - 2021-07-30

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Maltz Jules A.
2. Issuer Name and Ticker or Trading Symbol
Hims & Hers Health, Inc. [ HIMS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2269 CHESTNUT STREET, #523
3. Date of Earliest Transaction (MM/DD/YY)
07/30/2021
(Street)
SAN FRANCISCO, CA94123
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 07/30/2021 M( 1 ) 297 A $ 11.5 54,192 I Held by Institutional Venture Partners XV Executive Fund, L.P. ( 3 )
Class A Common Stock 07/30/2021 M( 1 ) 56,659 A $ 11.5 10,189,290 I Held by Institutional Venture Partners XV, L.P. ( 3 )
Class A Common Stock 07/30/2021 M( 1 ) 56,961 A $ 11.5 10,243,499 I Held by Institutional Venture Partners XVI, L.P. ( 3 )
Class A Common Stock 07/30/2021 F( 2 ) 218 D 53,974 I Held by Institutional Venture Partners XV Executive Fund, L.P. ( 3 )
Class A Common Stock 07/30/2021 F( 2 ) 41,532 D 10,147,758 I Held by Institutional Venture Partners XV, L.P. ( 3 )
Class A Common Stock 07/30/2021 F( 2 ) 41,753 D 10,201,746 I Held by Institutional Venture Partners XVI, L.P. ( 3 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Warrant (right to buy) $ 11.5 07/30/2021 M 297 01/20/2021 01/20/2026 Class A Common Stock 297 $ 0 297 I Held by Institutional Venture Partners XV Executive Fund, L.P. ( 3 )
Warrant (right to buy) $ 11.5 07/30/2021 M 56,659 01/20/2021 01/20/2026 Class A Common Stock 56,659 $ 0 56,659 I Held by Institutional Venture Partners XV, L.P. ( 3 )
Warrant (right to buy) $ 11.5 07/30/2021 M 56,961 01/20/2021 01/20/2026 Class A Common Stock 56,961 $ 0 56,961 I Held by Institutional Venture Partners XVI, L.P. ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Maltz Jules A.
2269 CHESTNUT STREET, #523
SAN FRANCISCO, CA94123
X X
Signatures
Soleil Boughton - Attorney-in-Fact 08/03/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )IVP XV Executive Fund, IVP XV and IVP XVI (as defined below) exercised warrants to purchase shares of the Issuer's Class A Common Stock. The warrants were exercised on a cashless basis pursuant to Section 6.2 of that certain Warrant Agreement, by and between the Issuer and Continental Stock Transfer & Trust, dated, July 22, 2019 (the "Warrant Agreement"), following the Issuer's Notice of Redemption dated July 9, 2021. In the cashless exercise, under the terms of the Warrant Agreement, IVP XV Executive Fund, IVP XV and IVP XVI received 0.267 shares per warrant exercised and the Issuer withheld 0.733 shares per warrant exercised. The exercise of the warrants, the withholding of shares of Class A Common Stock in the cashless exercises and the resulting issuance of the net shares of Class A Common Stock were exempt under Rule 16b-3 of the Securities Exchange Act of 1934, as amended.
( 2 )Represents shares of Class A Common Stock withheld in connection with the cashless exercises.
( 3 )Mr. Maltz is a managing director of Institutional Venture Management XV LLC, which is the general partner of Institutional Venture Partners XV Executive Fund, L.P. ("IVP XV Executive Fund") and Institutional Venture Partners XV, L.P. ("IVP XV"), and Institutional Venture Management XVI LLC, which is the general partner of Institutional Venture Partners XVI, L.P. ("IVP XVI"). Mr. Maltz may be deemed a beneficial owner of the securities held by IVP XV Executive Fund, IVP XV and IVP XVI, but disclaims beneficial ownership thereof, except to the extent of any pecuniary interest therein.

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.