Boughton Soleil 4
4 · Hims & Hers Health, Inc. · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
Hims & Hers (HIMS) CLO Soleil Boughton Receives RSUs; Shares Withheld
What Happened Soleil Boughton, Chief Legal Officer of Hims & Hers (HIMS), had performance/restricted stock units (RSUs) convert into common shares on March 13, 2026. A total of 210,171 RSUs appear to have settled, of which the issuer withheld 168,750 shares to cover tax withholding at $24.77/share (proceeds ≈ $4,179,937). Boughton received a net 41,421 shares following the settlement. These were net-share settlements to satisfy tax obligations rather than open-market sales or purchases.
Key Details
- Transaction date: March 13, 2026; Form 4 filed March 17, 2026 (timely — within the 2 business-day window).
- Withheld shares: 168,750 shares withheld at $24.77/share for tax withholding, totaling about $4.18M.
- Net shares received: 41,421 shares reported as acquired via exercise/conversion.
- Total shares settled (gross): ~210,171 RSUs converted/settled on the date (168,750 withheld + 41,421 net).
- Filing shows multiple derivative/settlement lines (code M = exercise/conversion of derivative; code F = withholding to cover tax liability).
- Shares owned after the transaction: not specified in this filing.
- Notable footnotes: withholding was done by the issuer to cover tax obligations related to RSU/PRSUs that vested (see F1, F3). RSUs are service-based and vest quarterly over four years per various grant schedules (F4–F7).
Context This was a routine net-share settlement of vested RSUs (company withheld shares to cover tax withholding). That type of transaction is neither a traditional open-market sale (insider choosing to sell shares) nor a purchase. For retail investors, purchases tend to be more informative as bullish signals; withholding-to-cover is common when awards vest and generally reflects tax-processing mechanics rather than insider sentiment.
Insider Transaction Report
- Tax Payment
Class A Common Stock
[F1]2026-03-13$24.77/sh−146,577$3,630,712→ 294,395 total - Exercise/Conversion
Class A Common Stock
[F2]2026-03-13+41,421→ 335,816 total - Tax Payment
Class A Common Stock
[F3]2026-03-13$24.77/sh−22,173$549,225→ 313,643 total - Exercise/Conversion
Restricted Stock Unit
[F2][F4]2026-03-13−10,916→ 0 total→ Class A Common Stock (10,916 underlying) - Exercise/Conversion
Restricted Stock Unit
[F2][F5]2026-03-13−12,223→ 48,892 total→ Class A Common Stock (12,223 underlying) - Exercise/Conversion
Restricted Stock Unit
[F2][F6]2026-03-13−12,099→ 96,792 total→ Class A Common Stock (12,099 underlying) - Exercise/Conversion
Restricted Stock Unit
[F2][F7]2026-03-13−6,183→ 74,194 total→ Class A Common Stock (6,183 underlying)
Footnotes (7)
- [F1]The shares of Class A Common Stock were withheld by the issuer to cover tax withholding obligations in connection with the distribution and settlement of performance restricted stock units that vested on February 23, 2026.
- [F2]The Restricted Stock Units ("RSUs") represent a contingent right to receive one share of Class A Common Stock for each RSU.
- [F3]The shares of Class A Common Stock were withheld by the issuer to cover tax withholding obligations in connection with the reported vesting and settlement of RSUs.
- [F4]The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on each Company Quarterly Vesting Date occurring on or after June 15, 2022.
- [F5]The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the specified vesting dates of March 15, June 15, September 15 and December 15 (each, a "Company Quarterly Vesting Date"), with the first such vesting date on June 15, 2023.
- [F6]The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the specified vesting dates of March 15, June 15, September 15 and December 15 (each, a "Company Quarterly Vesting Date"), with the first such vesting date on June 15, 2024.
- [F7]The RSUs are subject to a service-based vesting requirement, which shall be satisfied over a 4-year period, with the RSUs vesting in substantially equal quarterly installments on the specified vesting dates of March 15, June 15, September 15 and December 15 (each, a "Company Quarterly Vesting Date"), with the first such vesting date on June 15, 2025.