Hims & Hers Health, Inc. current report, 17 June 2021

Hims & Hers Health, Inc. Form 8-K Summary

Business Context and Reporting Period

Hims & Hers Health, Inc. filed a Form 8-K reporting the results of its Annual Meeting of Stockholders held on June 17, 2021. The filing was signed and dated June 22, 2021. The meeting covered stockholder votes on director elections and auditor ratification.

Key Financial and Capital Metrics

This filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating financial metrics.

As of the April 21, 2021 record date, the company had 183,409,192 shares of Class A common stock and 8,377,623 shares of Class V common stock outstanding and entitled to vote. Class A shares carried one vote per share, while Class V shares carried 175 votes per share. Both classes voted together as a single class.

Material Changes and Meeting Results

  • All nine nominated directors were elected to serve until the 2022 annual meeting and until their successors are elected and qualified.
  • The elected directors were Andrew Dudum, Alex Bard, Ambar Bhattacharyya, Dr. Delos Cosgrove, Kristen Green, Jules Maltz, Lynne Chou O’Keefe, Andrea Perez, and David Wells.
  • Director nominees received approximately 1.548 billion to 1.549 billion votes for, with 27,322 to 722,679 votes withheld and 6,399,872 broker non-votes for each nominee.
  • Stockholders ratified KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2021, with 1,555,472,507 votes for, 35,158 against, and 13,976 abstentions.

Guidance, Outlook, Risks, and Unusual Items

The filing provides no financial guidance, operating outlook, management commentary, contingencies, or risk updates. The dual-class voting structure gives Class V holders substantially greater voting power and is a significant corporate-governance consideration.

Investor Verification Items

  • Confirm the composition and tenure of the nine-member board following the election.
  • Evaluate the voting concentration created by the 175-to-one voting ratio for Class V shares.
  • Review the company’s definitive proxy statement filed May 17, 2021 for proposal details and governance disclosures.
  • Verify KPMG LLP’s appointment for the fiscal year ending December 31, 2021.
  • Use other periodic filings to assess financial performance, liquidity, debt, and business outlook, which are not addressed in this 8-K.