Hims & Hers Health Inc-A 2025年度报告

SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 10-K☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto ____________ HIMS & HERS HEALTH, INC. (Exact name of registrant as specified in its charter) Delaware001-3898698-1482650(State or other jurisdiction of incorporationor organization)(Commission File Number)(I.R.S. EmployerIdentification No.) 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: Title of each classTrading symbol(s)Name of each exchange on which registeredClass A common stock, $0.0001 par value per 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 the Act.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 the Securities Exchange Act of1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to filingrequirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant 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, oran emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule 12b-2 of the Exchange Act. 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 extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included inthe filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period 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 June30, 2025, the last business day of the registrant’s mostrecently completed second fiscal quarter, was approximately $10.1 billion (based on the last reported sale price of the registrant’s Class A commonstock of $49.85 per share on June30, 2025 on the New York Stock Exchange), excluding only shares of Class A common stock held by executiveofficers and directors of the registrant as of such date. The registrant has no non-voting stock outstanding. As of February 20, 2026,219,561,143 shares of Class A common stock, par value $0.0001, and 8,377,623 shares of Class 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 2026 annual meeting of stockholders areincorporated by reference in response to Part III of this Annual Report on Form 10-K to the extent stated herein. The 2026 Proxy Statement will befiled with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates. TABLE OF CONTENTS Item 1. Business2Item 1A. Risk Factors17Item 1B. Unresolved Staff Comments60Item 1C. Cybersecurity60Item 2. Properties62Item 3. Legal Proceedings62Item 4. Mine Safety Disclosures62Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer