Hims & Hers Health, Inc. 8-K

What Happened Hims & Hers Health, Inc. (HIMS) filed a Form 8‑K on June 15, 2026 reporting the results of its Annual Meeting of Stockholders held June 11, 2026. Stockholders re‑elected nine directors to serve until the 2027 annual meeting, ratified KPMG LLP as the company’s independent registered public accounting firm for 2026, and approved the company’s executive compensation in an advisory vote. The record date for voting was April 15, 2026.

Key Details

• Record date and voting base: 222,525,754 shares of Class A common stock and 8,377,623 shares of Class V common stock were outstanding and eligible to vote as of April 15, 2026; Class V shares carry 175 votes per share and Class A shares carry one vote each. Class A and Class V shares voted together as a single class.
• Directors re‑elected (vote totals shown as For / Withheld; broker non‑votes = 74,228,233 for all director votes):
  • Andrew Dudum: 1,504,939,830 For; 13,028,642 Withheld
  • Kofi Amoo‑Gottfried: 1,517,440,666 For; 527,806 Withheld
  • Deborah Autor: 1,516,370,269 For; 1,598,203 Withheld
  • Delos Cosgrove, M.D.: 1,516,949,085 For; 1,019,387 Withheld
  • Anja Manuel: 1,516,973,593 For; 994,879 Withheld
  • Christopher Payne: 1,508,808,309 For; 9,160,163 Withheld
  • Andrea Perez: 1,516,871,986 For; 1,096,486 Withheld
  • Kare Schultz: 1,516,971,244 For; 997,228 Withheld
  • David Wells: 1,501,758,393 For; 16,210,079 Withheld
• Auditor ratification: KPMG LLP was ratified as the company’s independent registered public accounting firm for fiscal 2026 (1,591,246,881 For; 516,386 Against; 433,438 Abstentions).
• Advisory vote on executive compensation (say‑on‑pay): Approved (1,506,477,171 For; 11,181,420 Against; 309,881 Abstentions; broker non‑votes = 74,228,233).

Why It Matters

• Board continuity: Re‑election of the full slate of directors keeps the existing board in place through the 2027 annual meeting, which affects governance and strategic oversight.
• Audit and financial oversight: Ratification of KPMG means the company will continue with the same independent auditor for 2026, a routine but important approval for financial reporting continuity.
• Shareholder support for pay: The advisory "say‑on‑pay" approval indicates a majority of votes cast supported the company’s executive compensation approach, although a non‑trivial number of withheld/against votes and broker non‑votes were recorded.
• Voting structure note: The dual‑class share structure (Class V = 175 votes per share) and the 74.2 million broker non‑votes are material to understanding vote outcomes and control dynamics.