0000899243-21-004016.txt : 20210201 0000899243-21-004016.hdr.sgml : 20210201 20210201215650 ACCESSION NUMBER: 0000899243-21-004016 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210120 FILED AS OF DATE: 20210201 DATE AS OF CHANGE: 20210201 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Institutional Venture Management XV, LLC CENTRAL INDEX KEY: 0001640275 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578818 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 0132 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Institutional Venture Partners XV Executive Fund, L.P. CENTRAL INDEX KEY: 0001661321 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578819 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 0132 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Institutional Venture Partners XV, L.P. CENTRAL INDEX KEY: 0001640274 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578820 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 650 854 0132 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Institutional Venture Management XVI, LLC CENTRAL INDEX KEY: 0001716997 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578821 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD, BUILDING 2, SUITE 2 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 854-0132 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD, BUILDING 2, SUITE 2 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Institutional Venture Partners XVI, L.P. CENTRAL INDEX KEY: 0001716992 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578822 BUSINESS ADDRESS: STREET 1: 3000 SAND HILL ROAD, BUILDING 2, SUITE 2 CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: (650) 854-0132 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD, BUILDING 2, SUITE 2 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Chaffee Todd C CENTRAL INDEX KEY: 0001300134 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578823 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: 2-250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FOGELSONG NORMAN A CENTRAL INDEX KEY: 0001140932 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578824 MAIL ADDRESS: STREET 1: C/O IVP STREET 2: 3000 SAND HILL ROAD, 2-250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Harrick Stephen J CENTRAL INDEX KEY: 0001299975 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578825 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: 2-250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Phelps Dennis B CENTRAL INDEX KEY: 0001299965 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578826 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: 2-250 CITY: MENLO PARK STATE: CA ZIP: 94025 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Miller J Sanford CENTRAL INDEX KEY: 0001359524 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38986 FILM NUMBER: 21578827 MAIL ADDRESS: STREET 1: 3000 SAND HILL ROAD STREET 2: BUILDING 2, SUITE 250 CITY: MENLO PARK STATE: CA ZIP: 94025 FORMER NAME: FORMER CONFORMED NAME: Miller J Sanford (Sandy) DATE OF NAME CHANGE: 20060414 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Hims & Hers Health, Inc. CENTRAL INDEX KEY: 0001773751 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-OFFICES & CLINICS OF DOCTORS OF MEDICINE [8011] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 S. GRAND AVE. STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 BUSINESS PHONE: 2138306739 MAIL ADDRESS: STREET 1: 333 S. GRAND AVE. STREET 2: 28TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90071 FORMER COMPANY: FORMER CONFORMED NAME: Oaktree Acquisition Corp. DATE OF NAME CHANGE: 20190412 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2021-01-20 0 0001773751 Hims & Hers Health, Inc. HIMS 0001640275 Institutional Venture Management XV, LLC 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001661321 Institutional Venture Partners XV Executive Fund, L.P. 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001640274 Institutional Venture Partners XV, L.P. 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001716997 Institutional Venture Management XVI, LLC 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001716992 Institutional Venture Partners XVI, L.P. 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001300134 Chaffee Todd C 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001140932 FOGELSONG NORMAN A 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001299975 Harrick Stephen J 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001299965 Phelps Dennis B 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 0001359524 Miller J Sanford 2884 SAND HILL ROAD, SUITE 100 MENLO PARK CA 94025 0 0 1 0 Class A Common Stock 53895 I Held by Institutional Venture Partners XV Executive Fund, L.P Class A Common Stock 10132631 I Held by Institutional Venture Partners XV, L.P. Class A Common Stock 10186538 I Held by Institutional Venture Partners XVI, L.P Warrant (right to buy) 11.50 2021-02-19 2026-01-20 Class A Common Stock 297 I Held by Institutional Venture Partners XV Executive Fund, L.P. Warrant (right to buy) 11.50 2021-02-19 2026-01-20 Class A Common Stock 56659 I Held by Institutional Venture Partners XV, L.P. Warrant (right to buy) 11.50 2021-02-19 2026-01-20 Class A Common Stock 56961 I Held by Institutional Venture Partners XVI, L.P Includes 4,798 shares of restricted Class A Common Stock (the "Earn Out Shares"). The Earn Out Shares vest in equal thirds if the trading price of Class A Common Stock is greater than or equal to $15, $17.50 and $20 for any 10 trading days within any 20-trading day period (the "Earn Out Conditions"). If the Earn Out Conditions are not met during the five years following closing (the "Earn Out Period"), then the unvested Earn Out Shares will be automatically forfeited. These shares are owned directly by Institutional Venture Partners XV Executive Fund, L.P. ("IVP XV Executive Fund"), of which Institutional Venture Management XV, LLC ("IVM XV") is the sole general partner and exercises voting and investment power over these shares. The managing directors of IVM XV are Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Dennis B. Phelps, Jr., J. Sanford Miller, Eric Liaw, Somesh Dash and Jules A. Maltz. The reporting persons disclaim beneficial ownership of these securities, except to the extent of their respective proportionate pecuniary interest therein and this report shall not be deemed an admission that any reporting person is the beneficial owner of such securities for Section 16 or any other purpose. Mr. Maltz is a director of the Issuer and files separate Section 16 reports. Includes 902,859 Earn Out Shares. If the Earn Out Conditions are not met during the Earn Out Period, then the applicable Earn Out Shares will be automatically forfeited. These shares are owned directly by Institutional Venture Partners XV, L.P. ("IVP XV"), of which IVM XV is the sole general partner and exercises voting and investment power over these shares. The managing directors of IVM XV are Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Dennis B. Phelps, Jr., J. Sanford Miller, Eric Liaw, Somesh Dash and Jules A. Maltz. The reporting persons disclaim beneficial ownership of these securities, except to the extent of their respective proportionate pecuniary interest therein and this report shall not be deemed an admission that any reporting person is the beneficial owner of such securities for Section 16 or any other purpose. Mr. Maltz is a director of the Issuer and files separate Section 16 reports. Includes 907,663 Earn Out Shares. If the Earn Out Conditions are not met during the Earn Out Period, then the applicable Earn Out Shares will be automatically forfeited. These shares are owned directly by Institutional Venture Partners XVI, L.P. ("IVP XVI"), of which Institutional Venture Management XVI, LLC ("IVM XVI") is the sole general partner and exercises voting and investment power over these shares. The managing directors of IVM XVI are Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, Dennis B. Phelps, Jr., J. Sanford Miller, Eric Liaw, Somesh Dash, and Jules A. Maltz. The reporting persons disclaim beneficial ownership of these securities, except to the extent of their respective proportionate pecuniary interest therein and this report shall not be deemed an admission that any reporting person is the beneficial owner of such securities for Section 16 or any other purpose. Mr. Maltz is a director of the Issuer and files separate Section 16 reports. Form 1 of 2. By: /s/ Tracy Hogan, attorney-in-fact 2021-02-01