1-800-FLOWERS.COM (FLWS) director discloses restricted stock awards for 2025

Rhea-AI Filing Summary

1-800-FLOWERS.COM director Shelton Leigh Palmer reported receiving restricted Class A common stock as part of his board compensation. On 12/10/2025 he acquired 20,964 and 13,210 shares of Class A common stock at a reported price of $0 per share, bringing his directly held Class A shares to 34,174. The restricted shares were granted under the company’s non-employee director program, which awards stock valued at $100,000 based on the closing price on the day of the Annual Meeting of Stockholders. The first grant vests on the first anniversary of the grant date, while the pro-rated second grant vests on the first anniversary of the date he joined the Board of Directors.

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

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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^*

Palmer Shelton Leigh

(Last) (First) (Middle)

TWO JERICHO PLAZA

SUITE 200

(Street)

JERICHO NY 11753

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
1 800 FLOWERS COM INC [ FLWS ]

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)
12/10/2025

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
Class A Common Stock	12/10/2025		A		20,964	A	$0(1)	20,964	D
Class A Common Stock	12/10/2025		A		13,210	A	$0(2)	34,174	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. The Restricted Shares were issued under Mr. Palmer's compensation package as a Director of the Company. Each non-employee Director of the Company receives, as of the date of the Annual Meeting of the Stockholders, shares of Class A Common Stock valued at $100,000 based on the closing price of the stock on the day of the Annual Meeting of the Stockholders. Such grant vests on the first anniversary of the grant date.

2. The Restricted Shares were issued under Mr. Palmer's compensation package as a Director of the Company. Each non-employee Director of the Company receives, as of the date of the Annual Meeting of the Stockholders, shares of Class A Common Stock valued at $100,000 based on the closing price of the stock on the day of the Annual Meeting of the Stockholders. This grant was subject to pro-ration as a result of Mr. Palmer joining the Board following the Annual Meeting of Stockholders in fiscal year 2025. Mr. Palmer's shares vest on the first anniversary of the date Mr. Palmer joined the Board of Directors.

	/s/ Shelton Leigh Palmer	12/12/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did 1-800-FLOWERS.COM (FLWS) report for Shelton Leigh Palmer?

The company reported that director Shelton Leigh Palmer acquired restricted shares of Class A common stock as part of his director compensation on 12/10/2025.

How many 1-800-FLOWERS.COM (FLWS) Class A shares did Shelton Leigh Palmer receive?

He received two grants of Class A common stock: one for 20,964 shares and another for 13,210 shares.

What are the vesting terms of Shelton Leigh Palmer's restricted stock awards at FLWS?

The first restricted stock grant vests on the first anniversary of the grant date. The pro-rated second grant vests on the first anniversary of the date he joined the Board of Directors.

How is annual director equity compensation determined at 1-800-FLOWERS.COM (FLWS)?

Each non-employee director receives shares of Class A common stock valued at $100,000, based on the closing price on the day of the Annual Meeting of Stockholders.

How many Class A shares does Shelton Leigh Palmer beneficially own after these transactions at FLWS?

Following the reported transactions, Shelton Leigh Palmer beneficially owns 34,174 shares of Class A common stock directly.

Why was one of Shelton Leigh Palmer's FLWS stock grants pro-rated?

The second restricted share grant was subject to pro-ration because he joined the Board after the Annual Meeting of Stockholders in fiscal year 2025.