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AI brief of an SEC Form 8-K · Hims & Hers Health (HIMS)

Hims & Hers issues $402.5 million of convertible notes due 2032

Neutral Impact 4 of 5 financing Written later

Hims & Hers issued $402.5 million of senior unsecured convertible notes on May 21, 2026, under an indenture with U.S. Bank Trust Company as trustee. The notes do not bear regular interest and mature on June 1, 2032. Alongside the offering, the company paid approximately $36.7 million for capped call transactions meant to reduce potential dilution from conversions, but the notes add a $402.5 million debt obligation and could lead to issuance of up to 18,057,397 Class A shares.

Key points

  • $402.5 million aggregate principal of notes issued May 21, 2026, maturing June 1, 2032, with no regular interest.
  • Initial conversion price of approximately $29.53 per share; maximum of 18,057,397 Class A shares may be issued on conversion at the initial maximum conversion rate.
  • Capped call transactions cost approximately $36.7 million, with an initial cap price of approximately $50.15 per share, a 125.0% premium over the May 18, 2026 last reported sale price.

The filing

CompanyHims & Hers Health (HIMS)
Form8-K, current report
Filed with the SECMay 21, 2026, 5:05 PM ET
Accession number0001193125-26-234847

Items reported: 1.01 Material Definitive Agreement2.03 New Direct Financial Obligation3.02 Unregistered Equity Sale

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 12:59 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on May 21, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.