Form 4: 1-800-FLOWERS Counsel Reports Tax Withholding

Michael R. Manley, SVP and General Counsel at 1-800-FLOWERS.COM, Inc., reported a routine disposition of 2,511 shares for tax withholding purposes.

Summary

• Michael R. Manley, SVP and General Counsel of 1-800-FLOWERS.COM, Inc. (FLWS), reported a transaction on November 5, 2025.
• The transaction involved the disposition of 2,511 shares of Class A Common Stock at a price of $3.49 per share.
• This disposition was a deemed transaction for tax withholding purposes upon the vesting of restricted shares of Common Stock.
• Following this transaction, Mr. Manley beneficially owns 94,918 shares of Class A Common Stock.
• The transaction is exempt under Section 16(b) of the Exchange Act.

Sentiment

Score: 5

Explanation: The filing reports a routine, expected insider transaction (tax withholding upon restricted stock vesting) which is neutral in sentiment. It does not indicate any significant positive or negative operational or financial news for the company.

Positives

• The transaction is a routine tax withholding, indicating the vesting of restricted stock, which is generally a positive event for the executive as it represents earned compensation.

Negatives

• No direct negatives identified as this is a routine tax withholding and not a discretionary sale.

Risks

• No specific risks are mentioned in this Form 4 filing.

Future Outlook

No forward-looking statements or guidance are provided in this Form 4 filing.

Industry Context

This routine insider transaction, a tax withholding related to restricted stock vesting, is a common occurrence across all industries for executives receiving equity compensation. It does not reflect broader industry trends or competitive positioning.

Comparison to Industry Standards

• This is a standard tax withholding transaction upon the vesting of restricted stock, a common practice for executive compensation across publicly traded companies. There are no specific comparable companies, projects, or results to assess against global benchmarks as this is a personal compensation event for an executive.

Legal Proceedings

• No legal proceedings or regulatory matters are mentioned in this Form 4 filing.

Related Party Transactions

• No related party dealings are disclosed beyond the executive's equity compensation.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a routine, non-discretionary transaction for tax purposes.
• Employees: No direct impact on general employees.
• Customers/Suppliers/Creditors: No direct impact.

Next Steps

• No specific future actions, events, or milestones are mentioned in this Form 4 filing.

Key Dates

Keywords

1-800-FLOWERS, FLWS, Michael R. Manley, Form 4, SEC filing, insider transaction, tax withholding, restricted stock, common stock