Business Context and Reporting Period
Hims & Hers Health, Inc. filed a Current Report on Form 8-K regarding board appointments. The event occurred on March 5, 2021; the report was signed on March 10, 2021. The company’s Class A common stock and redeemable warrants traded on the New York Stock Exchange under HIMS and HIMS WS, respectively.
Financial Metrics
This filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other financial results.
Material Changes
- The board increased from seven to nine directors.
- Ambar Bhattacharyya and Andrea Perez were appointed as directors effective March 5, 2021.
- Both directors are expected to serve until the 2021 annual meeting of stockholders and until their successors are elected and qualified, subject to earlier departure.
- Neither director was appointed to a standing board committee at the time of appointment.
Governance, Compensation, and Risks
- The board determined that both appointees are independent under applicable NYSE listing standards and the Securities Exchange Act.
- Each appointee will receive compensation under the company’s non-employee director compensation program and will enter into the company’s standard indemnification agreement.
- The filing states there were no election arrangements or understandings with other persons, no relevant family relationships, and no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K.
- No guidance, outlook, contingencies, unusual financial items, or specific business risks are disclosed in this filing.
Important Facts to Verify
- Confirm the directors’ continued service and any committee assignments following the 2021 annual meeting.
- Review the company’s February 12, 2021 final prospectus for the applicable non-employee director compensation terms.
- Consult subsequent filings for any changes in board composition, director compensation, independence status, or governance arrangements.