Hims & Hers Health Inc-A 2024年度报告

FORM 10-K☐ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 For the Fiscal Year Ended December 31, 2024 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 For the transition period fromto ____________ HIMS & HERS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware001-3898698-1482650 2269 Chestnut Street, #523San FranciscoCalifornia94123 (Address of principal executive office)(ZIP Code)(415) 851-0195Registrant’s telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: Securities registered pursuant to Section 12(g) of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☐No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of theAct.Yes☐No☐ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant wasrequired to file such reports), and (2) has been subject to filing requirements for the past 90 days.Yes☐No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to besubmitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yes☐No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer,a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,”“accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessmentof the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financialstatements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recoveryperiod pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)Yes☐No☐ The aggregate market value of voting stock held by non-affiliates of the registrant, as of June 28, 2024, the lastbusiness day of the registrant’s most recently completed second fiscal quarter, was approximately $3.9 billion (basedon the last reported sale price of the registrant’s Class A common stock of $20.19 per share on June 28, 2024 on theNew York Stock Exchange), excluding only shares of Class A common stock held by executive officers and directorsof the registrant as of such date. The registrant has no non-voting stock outstanding. As of February 21, 2025,213,787,949 shares of Class A common stock, par value $0.0001, and 8,377,623 shares ofClass V common stock, par value $0.0001, were issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement to be delivered to stockholders in connection with the 2025annual meeting of stockholders are incorporated by reference in response to Part III of this Annual Report on Form10-K to the extent stated herein. The 2025 Proxy Statement will be filed with the U.S. Securities and ExchangeCommission within 120 days after the end of the fiscal year to which this report relates. Table of Contents TABLE OF CONTENTS Item 1. Business2Item 1A. Risk Factors13Item 1B. Unresolved Staff Comments50Item 1C. Cybersecurity50Item 2. Properties51Item 3. Legal Proceedings51Item 4. Mine Safety Disclosures52Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and IssuerPurchases of Equity Securities53Item 6. [Reserved]54Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations(MD&A)54Item 7A. Quantitative and Qualitative Disclosures about Market Risk69Item 8. Financial Statem