Form 4: Winmark Director Lawrence Barbetta Reports New Stock Option Grant and Existing Holdings
Insider Transaction Report
Winmark Corp. Director Lawrence A. Barbetta has reported the acquisition of new stock options and detailed his current beneficial ownership of common stock and derivative securities in a recent SEC Form 4 filing.
Summary
- Lawrence A. Barbetta, a Director of Winmark Corp. (WINA), filed a Form 4 detailing changes in his beneficial ownership.
- On June 1, 2025, Mr. Barbetta acquired 280 Non-Employee Director Stock Options with an exercise price of $424.82.
- These newly acquired options will vest at a rate of 25% per year over four years, beginning on June 1, 2026, and are set to expire on June 1, 2035.
- Following this transaction, Mr. Barbetta directly holds 1,501 shares of Winmark Corp. Common Stock.
- The filing also lists numerous other Non-Employee Director Stock Options held by Mr. Barbetta, with exercise prices ranging from $134.25 to $446.68 and expiration dates extending up to December 9, 2034.
Sentiment
Score: 6
Explanation: The sentiment is neutral to slightly positive. It's a routine compensation filing, indicating ongoing director involvement and alignment of interests, which is generally viewed favorably. There are no negative implications or risks disclosed within this specific filing.
Positives
- The grant of stock options to a director aligns management's interests with those of shareholders, as the value of the options is tied to the company's stock performance.
- The continued compensation of a director through equity suggests stability in the board and ongoing commitment to the company.
Future Outlook
The newly acquired stock options will vest over the next four years, starting June 1, 2026, providing a future incentive for the director and potential for future share acquisition upon exercise.
Industry Context
This Form 4 filing is a routine disclosure of insider trading activity, specifically related to director compensation. The grant of stock options is a common practice in corporate governance to align the interests of directors with those of shareholders, encouraging long-term value creation. It does not indicate any specific broader industry trends but reflects standard compensation practices.
Comparison to Industry Standards
- The use of stock options as a component of non-employee director compensation is a standard practice across various industries, including the financial services and franchising sectors where Winmark operates.
- Without specific data on director compensation packages from comparable companies (e.g., FranConnect, Neighborly, or other franchise-based businesses of similar market capitalization), a detailed assessment of whether this specific grant size or exercise price is above, below, or in line with industry benchmarks cannot be definitively made from this document alone.
- The vesting schedule of 25% per year for four years is a common structure designed to promote long-term retention and performance alignment.
Stakeholder Impact
- Shareholders: The grant of stock options aligns the director's interests with shareholder value creation. However, future exercise of options could lead to minor dilution.
- Employees: Not directly impacted by this specific director compensation filing.
Next Steps
- The newly granted stock options will begin vesting on June 1, 2026, at a rate of 25% per year for four years.
- Lawrence A. Barbetta may choose to exercise his vested stock options at any point before their respective expiration dates, which would result in the acquisition of common stock.
Key Dates
| Date | Description |
|---|---|
| 12/11/2018 | Grant date for Non-Employee Director Stock Option with exercise price $134.25, expiring 12/11/2027. |
| 06/01/2019 | Grant date for Non-Employee Director Stock Option with exercise price $143.2, expiring 06/01/2028. |
| 12/11/2019 | Grant date for Non-Employee Director Stock Option with exercise price $156, expiring 12/11/2028. |
| 06/01/2020 | Grant date for Non-Employee Director Stock Option with exercise price $164.84, expiring 06/01/2029. |
| 12/16/2020 | Grant date for Non-Employee Director Stock Option with exercise price $176.2, expiring 12/16/2029. |
| 06/01/2021 | Grant date for Non-Employee Director Stock Option with exercise price $143.87, expiring 06/01/2030. |
| 12/14/2021 | Grant date for Non-Employee Director Stock Option with exercise price $183.87, expiring 12/14/2030. |
| 06/01/2022 | Grant date for Non-Employee Director Stock Option with exercise price $195.82, expiring 06/01/2031. |
| 12/13/2022 | Grant date for Non-Employee Stock Option with exercise price $261.32, expiring 12/13/2031. |
| 06/01/2023 | Grant date for Non-Employee Stock Option with exercise price $197.8, expiring 06/01/2032. |
| 12/12/2023 | Grant date for Non-Employee Director Stock Option with exercise price $238.6, expiring 12/12/2032. |
| 06/01/2024 | Grant date for Non-Employee Director Stock Option with exercise price $325.99, expiring 06/01/2033. |
| 12/11/2024 | Grant date for Non-Employee Director Stock Option with exercise price $446.68, expiring 12/11/2033. |
| 06/01/2025 | Transaction date for the acquisition of 280 Non-Employee Director Stock Options with an exercise price of $424.82, expiring 06/01/2035. |
| 06/01/2025 | Grant date for Non-Employee Director Stock Option with exercise price $355.9, expiring 06/01/2034. |
| 06/03/2025 | Signature date of the reporting person's attorney-in-fact for the filing. |
| 12/09/2025 | Grant date for Non-Employee Director Stock Option with exercise price $400.97, expiring 12/09/2034. |
| 06/01/2026 | Start date for the vesting of the 280 newly acquired stock options (25% per year for four years). |
Keywords
Winmark Corp, WINA, SEC Form 4, Insider Transaction, Stock Options, Director Compensation, Beneficial Ownership, Equity Compensation
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