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Lincoln International, Inc. director and 10% owner Lawson Lawrence III reported equity restructurings around the company’s initial public offering. On May 19, 2026, he was granted 21,117,200 shares of Class C Common Stock, 21,117,200 Common Units, and 332,800 shares of Class A Common Stock in a reorganization.
On May 21, 2026, he disposed of 5,332,996 Class C shares and 5,332,996 Common Units back to the issuer. Footnotes explain the Class A, Class C, and Common Units structure, including 1‑for‑1 Common Unit redemptions into Class A with corresponding Class C forfeitures.
Lincoln International, Inc. reported that CEO Robert Todd Brown acquired equity awards rather than trading shares in the market. In a reorganization tied to the company’s initial public offering, he received Class A Common Stock, Common Units and a corresponding number of Class C Common Stock.
On May 21, 2026, Brown was granted 350,000 restricted stock units, each representing one share of Class A Common Stock, vesting in two substantially equal installments on the third and fourth anniversaries of that date. Following this grant, he directly holds 1,007,800 shares of Class A Common Stock.
On May 19, 2026, he also received 7,792,200 Common Units that can be redeemed 1-to-1 for Class A Common Stock, with an equal number of Class C shares forfeited upon redemption, plus 657,800 Class A and 7,792,200 Class C shares. Additional stock option awards cover 16,250 Common Units each at an exercise price of $9.09, with expirations between 2027 and 2030, and 325,000 Common Units at $7.38 expiring in 2027.
Lincoln International, Inc. Chief Financial Officer Theodore J. Heidloff reported a series of internal equity and option movements tied to a reorganization and compensation awards. On May 19, 2026, he acquired 341,250 Class B Common Stock and the same number of Common Units in Lincoln International, LP as part of a company reorganization.
He also received multiple stock option grants over Common Units, including awards of 7,800 and 8,450 units at exercise prices of $9.09 and $6.83 per unit, with vesting dates ranging from January 1, 2027 to January 1, 2030. On May 21, 2026, he was granted 25,000 restricted stock units, each representing one share of Class A Common Stock, vesting in two equal annual installments on the third and fourth anniversaries of May 21, 2026. That same day, 34,124 Class B shares and an equal number of Common Units were cancelled or disposed to the issuer in connection with a sale of Common Units, leaving him with 307,126 Class B shares.
Lincoln International, Inc. General Counsel Kristin Marie Marvin reported equity awards and a restructuring-related share acquisition. She acquired 79,950 shares of Class A Common Stock in a company reorganization and now holds 104,950 shares directly. She also received 25,000 restricted stock units that vest in two equal installments on the third and fourth anniversaries of May 21, 2026.
In addition, she was granted several stock options to buy Class A Common Stock at a strike price of $9.09 per share, each vesting fully on January 1 of 2027, 2028, 2029, and 2030. These are compensation-related grants, not open‑market purchases or sales.
Lincoln International, Inc. Chief Operating Officer Mary Rose Weber reported a mix of equity awards and internal adjustments. On May 21, 2026 she disposed of 17,874 shares of Class B Common Stock and 17,874 Common Units back to the issuer and received 50,000 restricted stock units for Class A Common Stock, which vest in two equal installments on the third and fourth anniversaries of May 21, 2026. On May 19, 2026 she was granted 357,500 shares of Class B Common Stock, a corresponding 357,500 Common Units, and several stock option awards over Common Units at exercise prices of $6.83, $7.38 and $9.09 per unit with expirations between 2026 and 2030. After these transactions, she directly holds 339,626 shares of Class B Common Stock and 50,000 shares of Class A Common Stock. All reported transactions are grants, cancellations, or redemptions with the issuer, not open-market trades.
Lincoln International, Inc. director and ten percent owner Robert Bruce Barr reported a mix of equity awards and cancellations around the company’s reorganization and initial public offering preparations. On May 19, 2026, he acquired 12,931,100 shares of Class C Common Stock and 527,800 shares of Class A Common Stock directly, plus 975,000 Class C shares indirectly through the Robert B. Barr 2025 GRAT, all at a stated price of $0.00 per share, characterized as grants or other acquisitions.
Matching Common Units were also acquired on that date, each redeemable on a 1‑for‑1 basis for Class A Common Stock, with a corresponding forfeiture of Class C shares. On May 21, 2026, Barr disposed of 3,588,622 shares of Class C Common Stock and the same number of Common Units in transactions coded as dispositions to the issuer, including cancellation of Class C shares for no consideration in connection with a sale of Common Units. After these transactions, he reported 9,342,478 Class C shares and 9,342,478 Common Units held directly.
Lincoln International, Inc. director and executive Eric Dennis Malchow reported a series of equity awards and internal restructurings around the company’s IPO. On May 19, 2026, he was granted 5,525,000 shares of Class C Common Stock and 5,525,000 Common Units, plus several stock option awards on Common Units with exercise prices of $9.09 and $7.38 per unit, each vesting fully on specific future dates.
On May 21, 2026, Malchow acquired 225,000 shares of Class A Common Stock, described as restricted stock units that vest in two equal installments on the third and fourth anniversaries of May 21, 2026. The filing also shows a disposition to the issuer of 552,500 shares of Class C Common Stock and 552,500 Common Units, with related Class C shares cancelled for no consideration in connection with a sale of Common Units.
Footnotes explain these transactions occurred in connection with a reorganization tied to Lincoln International’s initial public offering and are being reported under Rule 16a‑2(a). The Common Units are redeemable at any time on a 1‑for‑1 basis for Class A Common Stock, with a corresponding number of Class C shares forfeited upon redemption.
Oleniczak John William reported acquisition or exercise transactions in this Form 4 filing.
Lincoln International, Inc. director John William Oleniczak reported an equity compensation grant involving 2,500 shares of Class A Common Stock. The award is in the form of restricted stock units, with each RSU representing the right to receive one share, vesting in two substantially equal annual installments starting on the third anniversary of May 21, 2026. After this grant, he holds 2,500 shares directly according to the filing.
Lincoln International, Inc. completed its initial public offering of 24,207,486 Class A shares at $20.00 per share, generating gross proceeds of $473.7 million before underwriting costs. The underwriters fully exercised their option to buy an additional 3,157,498 shares.
In a related private Exchange, the company issued 32,096,939 Class B shares and 48,860,500 Class C shares to existing partners on a one-to-one basis with their OpCo units, relying on a Securities Act exemption.
The company’s new Charter authorizes up to 650,000,000 Class A, 250,000,000 Class B, 100,000,000 Class C and 5,000,000 preferred shares. If all Class B and C shares convert, Lincoln International would have 102,015,412 Class A shares outstanding.
The board added two independent directors, M. Christie Smith and John W. Oleniczak, and entered into employment agreements with CEO Robert Brown and President and Global Head of M&A Eric Malchow. Key partnership, tax receivable and voting agreements tied to the IPO also became effective.
Lincoln International, Inc. is offering 20,604,046 shares of Class A common stock at an initial public offering price of $20.00 per share and certain selling stockholders are offering 445,942 shares. The company will receive net proceeds of approximately $383.2 million, which it intends to use to purchase newly issued common units from Lincoln International, LP and to permit LILP to redeem partner units and repay its term loan.
The underwriters have a 30-day option to purchase up to an additional 3,078,803 shares from the issuer and 78,695 shares from the selling stockholders. After the offering the company will be a controlled company with the LILP Controlling Partners holding a majority of combined voting power.