Hims & Hers Health Inc.

06/22/2021 | Press release | Distributed by Public on 06/22/2021 14:33

Submission of Matters to a Vote of Security Holders (Form 8-K)

Submission of Matters to a Vote of Security Holders.

On June 17, 2021, Hims & Hers Health, Inc. (the 'Company') held its Annual Meeting of Stockholders (the 'Annual Meeting'). At the Annual Meeting, the Company's stockholders voted on two proposals, each of which is described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on May 17, 2021.

Only stockholders of record as of the close of business on April 21, 2021, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, 183,409,192 shares of Company's Class A common stock ('Class A Common Stock') and 8,377,623 shares of the Company's Class V common stock ('Class V Common Stock') were outstanding and entitled to vote at the Annual Meeting. In deciding all matters at the Annual Meeting, the holders of our Class A Common Stock had the right to one vote for each share of Class A Common Stock they held as of the record date and the holders of our Class V Common Stock had the right to 175 votes for each share of Class V Common Stock they held as of the record date. The holders of our Class A Common Stock and Class V Common Stock voted as a single class on all matters presented at the Annual Meeting.

The tabulation of the stockholders votes on each proposal brought before the Annual Meeting is as follows:

Proposal 1:The election of nine directors to serve as directors until the 2022 annual meeting of stockholders and until their respective successors are duly elected and qualified:

NAME

FOR

WITHHELD

BROKER

NON-VOTES

Andrew Dudum

1,548,403,014 718,755 6,399,872

Alex Bard

1,548,401,853 719,916 6,399,872

Ambar Bhattacharyya

1,549,094,447 27,322 6,399,872

Dr. Delos Cosgrove, M.D.

1,548,402,857 718,912 6,399,872

Kristen Green

1,548,403,112 718,657 6,399,872

Jules Maltz

1,548,399,090 722,679 6,399,872

Lynne Chou O'Keefe

1,548,399,787 721,982 6,399,872

Andrea Perez

1,549,094,220 27,549 6,399,872

David Wells

1,548,402,221 719,548 6,399,872

Proposal 2:The ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2021:

FOR

AGAINST

ABSTENTIONS

1,555,472,507

35,158 13,976

As a routine proposal under applicable rules, no broker non-voteswere recorded in connection with this proposal.