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[Form 4] 1 800 FLOWERS COM INC Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

1-800-FLOWERS.COM (FLWS) insider filing: An officer reported a routine tax-withholding transaction tied to restricted stock vesting. On 11/10/2025, the reporting person used transaction code F, reflecting the Company’s withholding of 1,770 shares of Class A common stock at $3.29 per share to satisfy taxes upon vesting.

After this administrative withholding, the insider reported 93,148 shares beneficially owned directly. The filing identifies the insider as an Officer: SVP and General Counsel. The response notes the disposition is exempt under Section 16(b) as standard tax withholding upon vesting of restricted shares.

Positive
  • None.
Negative
  • None.
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
Estimated average burden
hours per response: 0.5
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*
Manley Michael R

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP and General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
11/10/2025
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 11/10/2025 F 1,770(1) D $3.29 93,148 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. Transaction is a deemed disposition that is exempt under Section 16(b) of the Exchange Act consisting of the withholding for tax purposes of shares of Common Stock by the Company upon vesting of restricted shares of Common Stock.
/s/ Michael R. Manley 11/12/2025
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did 1-800-FLOWERS.COM (FLWS) disclose in this Form 4?

An officer reported a tax-related share withholding (code F) upon restricted stock vesting on 11/10/2025.

How many FLWS shares were withheld and at what price?

The Company withheld 1,770 shares at $3.29 per share for taxes.

How many FLWS shares does the insider report owning after the transaction?

The insider reports 93,148 shares beneficially owned directly following the transaction.

Who is the reporting person and their role at FLWS?

The filing is signed by Michael R. Manley, identified as SVP and General Counsel.

What does transaction code F mean in this context?

Code F indicates shares were withheld by the Company to cover taxes due upon the vesting of restricted stock, exempt under Section 16(b).
1 800 Flowers Com Inc

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17.14%
Specialty Retail
Retail-retail Stores, Nec
Link
United States
JERICHO