Sec Form 4 Filing - Bhattacharyya Ambar @ Hims & Hers Health, Inc. - 2021-08-06

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

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1. Name and Address of Reporting Person Bhattacharyya Ambar 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 _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 2269 CHESTNUT STREET, #523 3. Date of Earliest Transaction (MM/DD/YY) 08/06/2021 (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 08/06/2021 M( 1 ) 3,412 A $ 11.5 613,902 I Held by Maverick Advisors Fund, L.P. ( 3 ) Class A Common Stock 08/06/2021 M( 1 ) 6,140 A $ 11.5 1,104,742 I Held by Maverick Ventures Investment Fund, L.P. ( 3 ) Class A Common Stock 08/06/2021 F( 2 ) 2,501 D 611,401 I Held by Maverick Advisors Fund, L.P. ( 3 ) Class A Common Stock 08/06/2021 F( 2 ) 4,501 D 1,100,241 I Held by Maverick Ventures Investment Fund, 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 08/06/2021 M 3,412 01/20/2021 01/20/2026 Class A Common Stock 3,412 $ 0 0 I Held by Maverick Advisors Fund, L.P. ( 3 ) Warrant (right to buy) $ 11.5 08/06/2021 M 6,140 01/20/2021 01/20/2026 Class A Common Stock 6,140 $ 0 0 I Held by Maverick Ventures Investment Fund, L.P. ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Bhattacharyya Ambar 2269 CHESTNUT STREET, #523 SAN FRANCISCO, CA94123 X Signatures /s/ Soleil Boughton - Attorney-in-Fact 08/09/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Maverick Advisors Fund, L.P. ("MAF LP") and Maverick Ventures Investment Fund, L.P. ("MVIF LP") exercised warrants to purchase shares of the Issuer's Class A Common Stock on July 28, 2021. 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, MAF LP and MVIF LP 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 )The Reporting Person is a Member of Maverick Capital Ventures, LLC ("Maverick Ventures"), the general partner of MAF LP and MVIF LP. The Reporting Person disclaims beneficial ownership of the securities held by MAF LP and MVIF LP and this report shall not be deemed an admission that he is the beneficial owner of such securities, except to the extent of his indirect pecuniary interest therein, if any, by virtue of his interest in Maverick Ventures.

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).

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