FLWS Form 4: 2,297 shares withheld at $3.49; 75,961 owned

1-800-FLOWERS.COM (FLWS) reported a Form 4 showing a deemed disposition of 2,297 Class A Common shares at $3.49 on November 5, 2025, due to tax withholding upon the vesting of restricted stock.

Accepted by SEC EDGAR 11/07/2025 - 11:44 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

1-800-FLOWERS.COM (FLWS) reported a Form 4 showing a deemed disposition of 2,297 Class A Common shares at $3.49 on November 5, 2025, due to tax withholding upon the vesting of restricted stock. Following the transaction, the reporting person directly holds 75,961 shares.

The filer’s relationship to the issuer is listed as Special Advisor. The transaction code is F, indicating shares were withheld to cover taxes.

Insider Trade Summary

Exercise Price or Tax Liability: 2,297 shares

Exercise Price or Tax Liability 1 txn

Insider Rowland Joseph

Role Insider

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Common Stock	2,297	$3.49	$8K

Holdings After Transaction: Class A Common Stock — 75,961 shares (Direct)

Footnotes (1)

1. F1. 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did FLWS disclose in this Form 4?

A deemed disposition of 2,297 shares at $3.49 due to tax withholding on restricted stock vesting on November 5, 2025.

How many FLWS shares does the reporting person own after the transaction?

They directly own 75,961 shares after the reported transaction.

What does transaction code F mean for FLWS’s Form 4?

Code F indicates shares were withheld by the company for taxes upon vesting of equity awards.

What security is involved in this FLWS filing?

The filing involves Class A Common Stock of 1-800-FLOWERS.COM, Inc.

What is the reporting person’s relationship to FLWS?

The reporting person is listed as an Other: Special Advisor.

Was this a market sale of FLWS shares?

No. It was a deemed disposition from tax withholding upon restricted stock vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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

X

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^*

Rowland Joseph

(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
	Officer (give title below)	X	Other (specify below)
			Special Advisor

3. Date of Earliest Transaction (Month/Day/Year)
11/05/2025

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	11/05/2025		F		2,297(1)	D	$3.49	75,961	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/ Joseph Rowland	11/07/2025
	** 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).
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