Blackbaud Insider Receives 3,670-Share Equity Award at $0 Cost

Rhea-AI Filing Summary

Blackbaud, Inc. (BLKB) – Form 4 filing: Director Yogesh K. Gupta received a restricted stock award of 3,670 common shares on 08/01/2025 at an acquisition price of $0.

Footnote 1 states that the award will vest on 08/01/2026, or sooner if Gupta’s board term ends immediately before the company’s 2026 annual director election, provided he is still serving as a director at that time. Following the grant, Gupta’s direct beneficial ownership rose to 12,266 shares. No derivative securities transactions were reported and no open-market purchases or sales occurred.

• Transaction classified as “A” (acquired) and reported under Section 16.
• Form filed by a single reporting person; no amendments noted.
• Equity grant represents routine director compensation and does not involve cash outlay by the insider.

Positive

• Director equity ownership increases, modestly enhancing alignment with shareholder interests.

Negative

• No open-market purchase signal; transaction is part of routine board compensation and provides limited insight into insider sentiment.

Insights

Financial Analyst

TL;DR: Routine director equity grant; immaterial to valuation but modestly aligns board incentives with shareholders.

The filing discloses a standard annual restricted-stock grant of 3,670 shares to director Yogesh K. Gupta. Because the award was issued at $0 cost and vests after one year (or earlier under board-service conditions), it does not reflect insider sentiment through open-market buying or selling. The post-grant holding of 12,266 shares remains negligible relative to Blackbaud’s total share count, so market impact is minimal. Nonetheless, incremental ownership slightly strengthens incentive alignment, a mild governance positive. From a trading perspective, the event is not material to earnings, cash flow, or capital structure.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gupta Yogesh K

(Last) (First) (Middle)

65 FAIRCHILD STREET

(Street)

CHARLESTON SC 29492

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACKBAUD INC [ BLKB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/01/2025		A		3,670(1)	A	$0	12,266	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a restricted stock award, all of which shall vest on August 1, 2026 or, if earlier, immediately prior to the 2026 annual election of directors of the Company, provided that the reporting person is then serving as a director of the Company.

Remarks:

	/s/ S. Halle Vakani, Attorney-in-Fact	08/05/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

How many Blackbaud (BLKB) shares did the director acquire?

Yogesh K. Gupta received 3,670 restricted shares on 08/01/2025.

What is the cost basis of the shares granted to the director?

The restricted stock award was issued at $0 per share.

When will the restricted stock award vest?

The shares will vest on 08/01/2026, or earlier if Gupta’s board term ends just before the 2026 annual director election.

What is the director’s total beneficial ownership after the transaction?

Following the grant, Gupta directly owns 12,266 BLKB shares.

Were any derivative securities involved in this Form 4 filing?

No. Table II reports no derivative securities acquired or disposed of.