Form 4: FLWS Executive Chairman Sells Shares for Tax Withholding

1-800-FLOWERS.COM Executive Chairman James F. McCann disposed of 7,703 Class A Common Stock shares for tax withholding purposes.

Summary

• James F. McCann, Executive Chairman, Director, and 10% Owner of 1-800-FLOWERS.COM, Inc. (FLWS), reported a transaction.
• On November 5, 2025, McCann disposed of 7,703 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, exempt under Section 16(b) of the Exchange Act.
• Following this transaction, McCann directly beneficially owns 278,934 shares of Class A Common Stock and indirectly owns 480 shares through his spouse.
• The transaction was made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 5

Explanation: The transaction is a non-discretionary disposition of shares for tax withholding purposes upon the vesting of restricted stock, which is a routine event and does not indicate a change in management's outlook or company fundamentals.

Positives

• Vesting of restricted shares indicates compensation realization for the Executive Chairman.

Negatives

• No direct negatives identified from this routine tax-related disposition.

Risks

• NA

Future Outlook

NA

Management Comments

• NA

Industry Context

This filing reports a routine insider transaction for tax purposes and does not provide broader industry context.

Comparison to Industry Standards

• NA

Management Changes

Corporate Governance

Legal Proceedings

• NA

Related Party Transactions

• Indirect beneficial ownership of 480 shares by spouse.

Stakeholder Impact

• Shareholders: Minor dilution from the vesting of restricted shares, but the disposition is for tax purposes, not a market sale.
• Management: Realization of compensation through restricted stock vesting.

Next Steps

• NA

Key Dates

Recommendation

This Form 4 reports a routine, non-discretionary disposition of shares for tax withholding purposes upon the vesting of restricted stock. Such transactions are common for executives and do not typically signal a change in the company's fundamental outlook or the executive's confidence. Therefore, it does not warrant a change in investment recommendation based solely on this filing.

Keywords

FLWS, 1-800-FLOWERS.COM, James F. McCann, Form 4, insider transaction, stock disposition, tax withholding, executive compensation, restricted stock