Form 4: 1-800-FLOWERS.COM Director Receives Equity Compensation
Insider Transaction Report
Shelton Leigh Palmer, a Director at 1-800-FLOWERS.COM, Inc., reported the acquisition of 34,174 shares of Class A Common Stock as part of his compensation package.
Summary
- Shelton Leigh Palmer, a Director of 1-800-FLOWERS.COM, Inc. (FLWS), acquired 34,174 shares of Class A Common Stock.
- The shares were issued as restricted stock under Mr. Palmer's compensation package for his role as a non-employee Director.
- The first grant of 20,964 shares was valued at $100,000 based on the closing price of the stock on the Annual Meeting date and vests on its first anniversary.
- A second grant of 13,210 shares was also valued at $100,000 but was pro-rated because Mr. Palmer joined the Board after the fiscal year 2025 Annual Meeting of Stockholders.
- This pro-rated grant vests on the first anniversary of Mr. Palmer's Board joining date.
- The transaction date for both acquisitions was December 10, 2025, with a reported acquisition price of $0 per share.
- Following these transactions, Mr. Palmer beneficially owns 34,174 shares of Class A Common Stock directly.
Sentiment
Score: 6
Explanation: The filing reports a routine insider transaction related to director compensation. This is generally positive as it aligns director interests with shareholders, but it does not provide new operational or financial insights to significantly alter sentiment.
Positives
- The equity grant aligns the Director's interests with those of the shareholders, promoting long-term value creation.
- This represents a standard compensation practice for non-employee directors, indicating stable corporate governance.
Negatives
- No specific negative points are detailed in this routine insider transaction report.
Risks
- No specific company or transaction-related risks are detailed in this filing.
Future Outlook
The filing does not contain forward-looking statements or guidance beyond the vesting schedules of the granted shares.
Industry Context
This is a routine insider transaction filing (Form 4) reporting director compensation, which is a standard practice across publicly traded companies to align management and director interests with shareholders. It does not provide information to assess broader industry trends or competitive positioning.
Comparison to Industry Standards
- Director compensation packages, including equity grants, are common across industries.
- The specific value of $100,000 in Class A Common Stock for non-employee directors is within typical ranges for companies of similar market capitalization, though specific comparisons would require detailed analysis of peer group compensation disclosures.
- No specific comparable companies or projects are mentioned in the filing.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Director Compensation Policy | Non-employee Directors receive Class A Common Stock valued at $100,000 annually, based on the closing price on the Annual Meeting date. These grants vest on the first anniversary of the grant date. | Ongoing policy | Aligns director incentives with long-term shareholder value and is a standard practice for corporate governance. |
| Pro-rated Director Compensation | Compensation for directors joining mid-year is pro-rated, as evidenced by Mr. Palmer's second grant, which was adjusted due to him joining the Board after the fiscal year 2025 Annual Meeting. | Fiscal Year 2025 (for Mr. Palmer's specific grant) | Ensures fair and equitable compensation for directors based on their tenure within the fiscal year. |
Stakeholder Impact
- Shareholders: Director's interests are further aligned with shareholder value through equity ownership, potentially fostering better long-term decision-making.
Next Steps
- The 20,964 restricted shares will vest on the first anniversary of their grant date.
- The 13,210 restricted shares will vest on the first anniversary of Mr. Palmer's date of joining the Board of Directors.
Key Dates
| Date | Description |
|---|---|
| 12/10/2025 | Transaction Date for acquisition of 20,964 Class A Common Stock shares. |
| 12/10/2025 | Transaction Date for acquisition of 13,210 Class A Common Stock shares. |
| 12/12/2025 | Signature Date of the Form 4 filing by Shelton Leigh Palmer. |
| First anniversary of grant date | Vesting date for the 20,964 restricted shares. |
| First anniversary of Mr. Palmer joining the Board | Vesting date for the 13,210 restricted shares. |
Keywords
1-800-FLOWERS.COM, FLWS, Shelton Leigh Palmer, Director Compensation, Restricted Stock, Insider Transaction, Form 4, Equity Grant, Corporate Governance
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