SCHEDULE 13G: Nomura Holdings Discloses 8% Stake in 1-800-FLOWERS.COM

Nomura Holdings Inc. and its subsidiary Nomura Global Financial Products Inc. have reported an 8% beneficial ownership stake in 1-800-FLOWERS.COM, Inc. as of December 31, 2024.

Summary

• Nomura Holdings Inc. and its wholly-owned subsidiary, Nomura Global Financial Products Inc. (NGFP), have filed a Schedule 13G, indicating beneficial ownership in 1-800-FLOWERS.COM Inc.
• The reporting persons collectively beneficially own 2,941,572 shares of 1-800-FLOWERS.COM Inc.'s Class A Common Stock.
• This ownership represents 8% of the outstanding Class A Common Stock of 1-800-FLOWERS.COM Inc.
• Both Nomura Holdings Inc. and NGFP hold these shares with shared voting and shared dispositive power.
• The percentage of class is calculated based on 36,685,036 shares of Class A Common Stock outstanding as of December 29, 2024, as reported in the Issuer's quarterly report on Form 10-Q filed on January 31, 2025.

Sentiment

Score: 5

Explanation: The document is a factual disclosure of beneficial ownership, providing no direct positive or negative performance indicators for the issuer or the reporting entity beyond the existence of the stake. Its sentiment is neutral.

Positives

• The disclosure of an 8% beneficial ownership by a major financial institution like Nomura Holdings Inc. could be perceived as a vote of confidence in 1-800-FLOWERS.COM Inc.'s long-term prospects.

Risks

• The filing explicitly states that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of the issuer, which means Nomura is a passive investor and may not actively engage in corporate governance matters.

Future Outlook

NA

Management Comments

• Nomura Holdings Inc. and Nomura Global Financial Products Inc. certified that the securities were acquired and are held in the ordinary course of business and not for the purpose or with the effect of changing or influencing the control of the issuer.

Industry Context

This filing is a standard regulatory disclosure for institutional investors acquiring a significant stake (5% or more) in a publicly traded company. It provides transparency regarding large passive holdings in the e-commerce and gifting industry, represented by 1-800-FLOWERS.COM Inc.

Related Party Transactions

• Nomura Global Financial Products, Inc. is a wholly owned subsidiary of Nomura Holdings, Inc., establishing a direct parent-subsidiary relationship between the two reporting entities.

Stakeholder Impact

• Shareholders: Provides transparency regarding a significant institutional holder, which can influence market perception and potentially liquidity.
• Management: Awareness of a large, passive institutional investor on the shareholder register.

Key Dates

Keywords

1-800-FLOWERS.COM, Nomura Holdings, Nomura Global Financial Products, Schedule 13G, Beneficial Ownership, Class A Common Stock, Institutional Investor, SEC Filing, Passive Investment