1-800-Flowers.com Reports Board and Executive Changes
Ticker: FLWS · Form: 8-K · Filed: Oct 15, 2024 · CIK: 1084869
Sentiment: neutral
Topics: governance, executive-compensation, board-changes
Related Tickers: FLWS
TL;DR
FLWS board shakeup and exec comp changes filed. Effective Oct 10.
AI Summary
1-800-Flowers.com, Inc. (FLWS) filed an 8-K on October 15, 2024, reporting changes related to its board of directors and executive compensation. Specifically, the filing details the departure of a director, the election of new directors, and updates to compensatory arrangements for certain officers. These changes are effective as of October 10, 2024.
Why It Matters
Changes in a company's board of directors and executive compensation can signal shifts in strategic direction or governance, potentially impacting investor confidence and future performance.
Risk Assessment
Risk Level: low — The filing reports routine corporate governance changes and does not indicate any significant financial distress or operational disruption.
Key Players & Entities
- 1-800-Flowers.com, Inc. (company) — Registrant
- FLWS (company) — Ticker Symbol
- October 10, 2024 (date) — Effective date of changes
- October 15, 2024 (date) — Filing date
FAQ
Who departed from the board of directors?
The filing indicates the departure of a director, but the specific name is not detailed in the provided text.
Were new directors elected?
Yes, the filing states the election of new directors.
What other items are covered in this 8-K?
Besides director departures and elections, the filing also covers compensatory arrangements of certain officers.
What is the effective date of these reported changes?
The earliest event reported is dated October 10, 2024, which is the date of change.
When was this 8-K filing submitted to the SEC?
This Form 8-K was filed as of October 15, 2024.
Filing Stats: 507 words · 2 min read · ~2 pages · Grade level 10.4 · Accepted 2024-10-15 13:59:20
Filing Documents
- flws20241011_8k.htm (8-K) — 20KB
- 0001437749-24-031228.txt ( ) — 148KB
- flws-20241010.xsd (EX-101.SCH) — 3KB
- flws-20241010_def.xml (EX-101.DEF) — 11KB
- flws-20241010_lab.xml (EX-101.LAB) — 15KB
- flws-20241010_pre.xml (EX-101.PRE) — 11KB
- flws20241011_8k_htm.xml (XML) — 3KB
From the Filing
flws20241011_8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 10, 2024 (Date of earliest event reported) 1-800-FLOWERS.COM, INC. (Exact name of registrant as specified in its charter) Delaware 0-26841 11-3117311 (State of incorporation) (Commission File Number) (IRS Employer Identification No.) Two Jericho Plaza, Suite 200 Jericho , New York 11753 (Address of principal executive offices) (Zip Code) ( 516 ) 237-6000 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Class A Common Stock FLWS The Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously reported, effective December 29, 2024, William E. Shea will retire from his position as Senior Vice President, Treasurer and Chief Financial Officer of 1-800-FLOWERS.COM, Inc. (the "Company"). On October 10, 2024, in recognition of Mr. Shea's service to the Company, the Board of Directors approved the modification of the outstanding equity awards previously granted to Mr. Shea. Pursuant to the modification, effective upon Mr. Shea's retirement on December 29, 2024: (1) the vesting of the outstanding restricted stock granted to Mr. Shea in November 2022 and December 2023 and the performance units granted to Mr. Shea in December 2023 (to the extent earned based on actual performance) will accelerate; and (2) the vesting of the outstanding stock options granted to Mr. Shea in November 2022 will accelerate and Mr. Shea will be permitted to exercise the options until the end of their term. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. 1-800-FLOWERS.COM, INC. By: /s/ Michael R. Manley Michael R. Manley Senior Vice President, General Counsel and Corporate Secretary Date: October 15, 2024