Form 4: FLWS Director Adam Hanft Receives Equity Compensation

1-800-FLOWERS.COM Director Adam Hanft was granted 20,964 shares of Class A Common Stock as part of his annual compensation package.

Summary

• Adam Hanft, a Director of 1-800-FLOWERS.COM, Inc. (FLWS), acquired 20,964 shares of Class A Common Stock on December 10, 2025.
• The shares were issued as Restricted Shares under Mr. Hanft's compensation package for his role as a Director.
• Each non-employee Director receives Class A Common Stock valued at $100,000 annually, based on the closing stock price on the date of the annual stockholders' meeting.
• The grant vests on the first anniversary of the grant date.
• Following this transaction, Mr. Hanft beneficially owns 58,951 shares of Class A Common Stock directly.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. It's a routine compensation event, which is expected. The positive aspect is the alignment of director and shareholder interests through equity ownership.

Positives

• The equity grant aligns the interests of Director Adam Hanft with those of the shareholders, as his compensation is tied to the company's stock performance.
• This is a standard practice for compensating non-employee directors, reflecting a structured approach to corporate governance.

Negatives

• No immediate cash inflow for the director from this specific grant, as it is restricted stock that vests over time.

Risks

• The value of the compensation is subject to the future market price fluctuations of 1-800-FLOWERS.COM Class A Common Stock.
• The shares are restricted and subject to a vesting period, meaning the director does not have full ownership until the vesting conditions are met.

Future Outlook

The acquired restricted shares are scheduled to vest on the first anniversary of the grant date, which is December 10, 2026, subject to continued service as a director.

Industry Context

The grant of equity as part of director compensation is a common practice across publicly traded companies, particularly in the e-commerce and consumer discretionary sectors, to attract and retain qualified board members and align their interests with long-term shareholder value.

Comparison to Industry Standards

• The practice of compensating non-employee directors with equity, such as restricted stock, is a widely adopted standard across U.S. public companies, including those in the retail and e-commerce sectors like Amazon, Etsy, and Chewy.
• The structure of an annual grant valued at a fixed dollar amount ($100,000 in this case) that converts to shares based on market price is a common method to ensure consistent compensation value while tying it to stock performance.
• The one-year vesting period is also a typical arrangement for director equity grants, promoting retention and long-term commitment.

Corporate Governance

Related Party Transactions

• The acquisition of 20,964 shares of Class A Common Stock by Director Adam Hanft is a related party transaction, as it involves a company director receiving compensation from the issuer.

Stakeholder Impact

• Shareholders: Experience minor dilution from the issuance of new shares for compensation, but benefit from increased alignment of director interests with long-term company performance.
• Director (Adam Hanft): Receives equity compensation, tying personal wealth to the company's stock performance and future success.

Next Steps

• The restricted shares will vest on December 10, 2026, assuming continued service as a director.

Key Dates

Recommendation

This Form 4 reports a routine equity grant to a director as part of their compensation, which is a standard practice and does not indicate a change in the company's fundamental outlook or operations. Therefore, it does not warrant a change in investment recommendation based solely on this filing.

Keywords

FLWS, 1-800-FLOWERS.COM, Adam Hanft, Form 4, insider transaction, stock grant, director compensation, equity compensation, restricted stock