Sec Form 13G Filing - Abraham Jack filing for Hims & Hers Health Inc. (HIMS) - 2022-02-11

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO § 240.13d-2.
(Amendment No. 1)*


Hims & Hers Health, Inc.
(Name of Issuer)
 
Class A Common Stock, $0.0001 par value per share
(Title of Class of Securities)
 
433000 106
(CUSIP Number)
 
December 31, 2021
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 
☐
Rule 13d-1(b)
 
☒
Rule 13d-1(c)
 
☐
Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP NO.
433000 106

 
 
                    See response in row 7.
1
NAMES OF REPORTING PERSONS
 
 
 
Jack Abraham
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
  
(a) ☐  
(b) ☒ 
3
SEC USE ONLY
 
 
 
 
4
CITIZENSHIP OR PLACE OF ORGANIZATION
 
United States
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5
SOLE VOTING POWER
 
19,494,2121
 
 
6
SHARED VOTING POWER
 
 
7
SOLE DISPOSITIVE POWER
 
19,494,2121
 
 
8
SHARED DISPOSITIVE POWER
 
 
 
9
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
19,494,2121
 
 
10
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
  ☐
          
 
 
11
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 
9.9%2
 
 
12
TYPE OF REPORTING PERSON*
 
IN
 
 
1
Consists of (i) 186,191 shares of Class A Common Stock held by Atomic Incentives, LLC (“Incentives”), (ii) 869,279 shares of Class A Common Stock held by Atomic Labs I, L.P. (“Labs I”), (iii) 649,776 shares of Class A Common Stock held by Atomic Labs I-B, L.P. (“Labs I-B”), (iv) 7,171,203 shares of Class A Common Stock held by F41 Investments LLC (“F41”), (v) 4,378,558 shares of Class A Common Stock held by The Jack Abraham 2020 Irrevocable Trust A (“Abraham Trust”), (vi) 718,598 shares of Class A Common Stock held by Jack Abraham, and (vii) 5,520,607 shares of Class A Common Stock held by Atomic Labs II, L.P. (“Labs II”). Mr. Abraham is the sole manager of Atomic Labs, LLC, which is the sole member of Incentives and, as such, may be deemed to hold voting and dispositive power with respect to the securities held by Incentives. Mr. Abraham is the sole managing member of Atomic Labs GP I, LLC, which is the general partner of Labs I and Labs I-B and, as such, may be deemed to hold voting and dispositive power with respect to the securities held by Labs I and Labs I-B. Mr. Abraham is the managing member of F41 and controls voting and dispositive power with respect to the securities held by F41. Mr. Abraham may be deemed to hold voting and dispositive power with respect to the securities held by Abraham Trust. Mr. Abraham is a managing member of Atomic GP II, LLC, which is the general partner of Labs II and, as such, may be deemed to hold voting and dispositive power with respect to the securities held by Labs II. The Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of such securities held by entities affiliated with him except to the extent of his indirect pecuniary interest therein, if any.

2
The percentage calculation is based on a total of 196,632,905 shares of Class A Common Stock outstanding as of February 1, 2022, as reported in the Issuer’s Post-Effective Amendment No. 3 to Form S-1 on Form S-3, filed with the Securities and Exchange Commission on February 4, 2022.
CUSIP NO.
433000 106

 
 
 
Item 1(a)
Name of Issuer:
 
 
 
Hims & Hers Health, Inc. (the “Issuer”)
 
 
Item 1(b)
Address of Issuer's Principal Executive Offices:
 
 
 
2269 Chestnut Street, #523, San Francisco, California 94123
 
 
Item 2(a)
Name of Person Filing:
 
 
 
Jack Abraham
 
 
Item 2(b)
Address of Principal Business Office or, if none, Residence:
 
 
 
c/o Atomic Labs, LLC, 215 NW 24th Street, Suite 400, Miami, FL 33127
 
 
Item 2(c)  Citizenship:
 
 
See Row 4 of cover page for the Reporting Person
 

Item 2(d)
Title of Class of Securities:
 
 
 
Class A Common Stock, par value $0.0001 (“Class A Common Stock”)
 
 
Item 2(e)
CUSIP No.:
 
 
 
433000 106
 
 
Item 3
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:
 
 
 
Not applicable.
 
 

Item 4
Ownership:
 
 The following information with respect to the ownership of the Class A Common Stock of the Issuer by the person filing this Statement is provided as of December 31, 2021:


 
(a)
  Amount beneficially owned: See Row 9 of cover page for the Reporting Person.

 
(b)
  Percent of class:  See Row 11 of cover page for the Reporting Person.
 
 
(c)
  Number of shares as to which such person has: 
 
 
(i)
  Sole power to vote or direct the vote:  See Row 5 of cover page for the Reporting Person.
 
 
 
(ii)
  Shared power to vote or direct the vote: See Row 6 of cover page for the Reporting Person.
 
 
 
(iii)
  Sole power to dispose or direct the disposition:  See Row 7 of cover page for the Reporting Person.
 
 
 
(iv)
  Shared power to dispose or direct the disposition: See Row 8 of cover page for the Reporting Person.
 
 
Item 5
Ownership of Five Percent or Less of a Class:
 
 
 
 Not applicable.
 
 
Item 6
Ownership of More Than Five Percent on Behalf of Another Person:
 
 
 
Not applicable.
 
 
Item 7
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person:
 
 
 
Not applicable.
 
 
Item 8
Identification and Classification of Members of the Group:
 
 
 
Not applicable.
 
 
Item 9
Notice of Dissolution of Group:
 
 
 
Not applicable.
 
 
Item 10
Certification:
 
 

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
 
 
 
CUSIP NO.
433000 106

 
 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this Schedule 13G is true, complete and correct.

Date: February 11, 2022


 

 
  JACK ABRAHAM
 
 
 
 
 
    
 



 
  By:  /s/ Jack Abraham
 



 
  Name:  Jack Abraham