Deb Autor
Hims & Hers HealthAbout Deb Autor
Deb Autor (age 58) joined the Hims & Hers Board in November 2024 and serves on the Risk Committee. She is a former FDA Deputy Commissioner for Global Regulatory Operations & Policy, later Head of Global Quality/Regulatory Policy at Mylan (2013–2019) and Global Head of Regulatory Excellence at AstraZeneca (2019–2021). She holds a J.D., Magna Cum Laude, from Boston University School of Law and a B.A. in Psychology from Barnard College (Columbia University) . The Board has determined she is independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. FDA | Deputy Commissioner, Global Regulatory Operations & Policy; prior Director, CDER Office of Compliance | 2001–2013 | Oversaw inspections, criminal investigations, international operations; led enforcement and policy for GMP/GCP, recalls, import/export |
| Mylan N.V. | Head of Strategic Global Quality & Regulatory Policy; Head of Global Quality | 2013–2019 | Led global quality and regulatory policy across generics operations |
| AstraZeneca | Global Head of Regulatory Excellence | 2019–2021 | Led regulatory operations, policy, intelligence for global submissions |
| U.S. Department of Justice | Trial Attorney, Office of Consumer Litigation | Pre-2001 | Litigated civil/criminal cases on behalf of FDA |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| Amneal Pharmaceuticals, Inc. | Director (public company) | Since July 2022 |
| Pardes BioSciences, Inc. | Director (public company) | Jul 2021–Aug 2023 |
| FDA Alumni Association | Chair of the Board | Since May 2019 |
| Centre for Innovation in Regulatory Science | Scientific Advisory Council Member | Not disclosed (active) |
| AMR Industry Alliance; USP Quality Institute; Parenteral Drug Association | Board Member | Not disclosed (active) |
| Autor Strategies LLC; Healthcare Innovation Catalysts | CEO | Since Jan 2022; Since Jan 2024 |
Board Governance
- Committee assignments: Risk Committee member; Risk Committee comprised of Christopher Payne (Chair), Deb Autor, Anja Manuel, Kåre Schultz, David Wells .
- Independence: Board affirmed Autor meets NYSE independence; Board explicitly considered her consulting agreement in its independence review .
- Attendance: In 2024 the Board met 5 times; Audit, Compensation, and Risk Committees each met 4 times; every director attended at least 75% of meetings of the Board and committees on which they served .
- Controlled company: Hims & Hers is a NYSE “controlled company”; while exempt from certain governance requirements, it maintains independent audit and compensation committees and has formed a nominating and corporate governance committee .
Fixed Compensation
| Component | Amount/Terms |
|---|---|
| Board Member annual cash retainer | $40,000 |
| Risk Committee Member | $4,000 |
| Risk Committee Chair | $8,000 (not applicable to Autor) |
| Lead Independent Director | $20,000 (role held by David Wells) |
| Initial Director Equity Award (RSUs) | $400,000 value; vests 1/3 annually over 3 years |
| Annual Director Equity Award (RSUs) | $200,000 value; vests fully by next annual meeting or 12 months |
2024 actuals for Deb Autor (pro-rated due to November 2024 appointment):
| Item | 2024 Amount |
|---|---|
| Cash fees (Board/Committee retainers) | $5,620 |
| All Other Compensation (consulting arrangement fees paid Q1 2025) | $10,958 |
| Total Cash + Other | $16,578 |
Consulting Agreement with Hims & Hers:
| Term | Detail |
|---|---|
| Start/Duration | Effective Nov 15, 2024; one-year term |
| Fee | $100,000 |
| Termination | 30 days’ notice without cause; 15 days’ notice for curable material breach; immediate for incurable breach |
| Independence | Board deemed Autor independent notwithstanding the consulting agreement |
Performance Compensation
| Equity Component | 2024 Value | Vesting Terms |
|---|---|---|
| Stock awards (RSUs) granted | $528,189 | Initial RSU vests 1/3 per year over 3 years; Annual RSU vests by next annual meeting or 12 months |
| RSUs outstanding (12/31/24) | 27,339 units | Standard time-based per program |
Note: Director equity grants are time-based RSUs; no performance metrics (e.g., revenue/EBITDA/TSR) apply to director equity awards .
Other Directorships & Interlocks
| Company/Entity | Relationship to HIMS | Risk Consideration |
|---|---|---|
| Amneal Pharmaceuticals, Inc. (public) | Potential industry adjacency (generics manufacturer) | Monitor for any supplier/customer relationships; Company’s audit committee reviews related party transactions |
| Pardes BioSciences, Inc. (public, prior) | None disclosed | Historical only |
| FDA Alumni Association; CIRS; AMR Alliance; USP Quality Institute; PDA | Policy/regulatory networks | Governance expertise and regulatory insight; not commercial |
Expertise & Qualifications
- Extensive FDA regulatory leadership and compliance enforcement background (Deputy Commissioner; CDER Office of Compliance) .
- Global pharmaceutical quality and regulatory operations (Mylan, AstraZeneca) .
- Legal training and DOJ litigation experience; brings regulatory/legal/public policy expertise recognized in the Board skills matrix .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (Class A) | 6,175 shares; consists of RSUs vesting within 60 days |
| Ownership % of outstanding | Less than 1% |
| RSUs outstanding (director) | 27,339 (as of 12/31/24) |
| Hedging/Pledging | Prohibited for directors under Insider Trading Policy |
| Stock ownership guidelines | Directors required to hold 5x annual cash retainer; 5-year compliance window; applies to vested and unvested RSUs; as of 12/31/24, all covered individuals were in compliance . |
Governance Assessment
- Independence with consulting overlay: Autor is independent under NYSE rules; however, a concurrent $100,000 consulting agreement presents a perceived conflict risk. The Board explicitly considered the consulting relationship in its independence determination, and related party transactions are overseen by the Audit Committee. Nonetheless, investors should monitor the scope of consulting deliverables and any Board/committee decision-making intersections. RED FLAG: Director consulting arrangement with the company .
- Committee effectiveness: Placement on the Risk Committee aligns with her FDA/pharma regulatory expertise and supports enterprise risk oversight across regulatory/compliance/operational domains .
- Alignment: Time-based RSUs and stock ownership guidelines support alignment; hedging/pledging prohibitions strengthen investor protection; director equity fully accelerates upon change-in-control, which is standard but can incentivize transactional bias—balanced by overall governance framework .
- Attendance and engagement: Board/committee meeting cadence and 75%+ attendance threshold indicate active governance processes; Autor’s late-2024 appointment limits 2024 attendance insight, but 2025 cycle should clarify engagement levels .
- Controlled company context: With concentrated voting power, minority investor protections rely heavily on independent directors and committee rigor. Autor’s regulatory background is a net positive for compliance and risk oversight within this structure .
Related Party & Risk Indicators
- Related party policy: Formal policy with Audit Committee oversight for transactions ≥$120,000; no disclosed related party transactions involving Autor beyond the consulting agreement; separate COO spousal vendor relationship disclosed (Vouched, $4.1M in 2024) illustrates the policy’s materiality threshold and audit oversight .
- Clawback/derivatives: Company maintains Dodd-Frank-compliant clawback policy (officer-focused) and prohibits director hedging/pledging, which supports alignment and reduces reputational risk .
- Say-on-pay/stockholder engagement: Annual advisory vote exists; while focused on NEOs, governance practices (ownership guidelines, independent comp consultant) reflect broader discipline .
Summary Signal for Investors
Autor brings high-caliber regulatory and quality expertise directly relevant to Hims & Hers’ telehealth and pharmaceutical categories, bolstering risk oversight. The consulting arrangement is the principal governance flag; mitigation includes explicit independence determination and audit oversight, but continued monitoring is warranted for potential influence or scope creep .