STOCK TITAN

Lincoln International (LCLN) CFO reports equity grants and unit cancellations

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

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.

Positive

  • None.

Negative

  • None.
Insider Heidloff Theodore J.
Role Chief Financial Officer
Type Security Shares Price Value
Disposition Common Units 34,124 $20.00 $682K
Grant/Award Class A Common Stock 25,000 $0.00 --
Disposition Class B Common Stock 34,124 $0.00 --
Grant/Award Common Units 341,250 $0.00 --
Grant/Award Stock Option 8,450 $0.00 --
Grant/Award Stock Option 8,450 $0.00 --
Grant/Award Stock Option 7,800 $0.00 --
Grant/Award Stock Option 8,450 $0.00 --
Grant/Award Stock Option 7,800 $0.00 --
Grant/Award Stock Option 7,800 $0.00 --
Grant/Award Class B Common Stock 341,250 $0.00 --
Holdings After Transaction: Common Units — 307,126 shares (Direct, null); Class A Common Stock — 25,000 shares (Direct, null); Class B Common Stock — 307,126 shares (Direct, null); Stock Option — 8,450 shares (Direct, null)
Footnotes (1)
  1. This transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the Issuer's initial public offering, and is reported herein pursuant to Rule 16a-2(a). Represents an acquisition of Common Units and a corresponding number of Class B Common Stock pursuant to a reorganization of the Issuer. Represents an award of restricted stock units ("RSUs'), each of which represents a contingent right to receive one share of Class A Common Stock. The RSUs vest in two substantially equal annual installments on each of the third and fourth anniversaries of May 21, 2026. Reflects the cancellation for no consideration of Class B Common Stock in connection with the sale of Common Units. The common units of Lincoln International, LP ("Common Units") may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class B Common Stock will be forfeited in connection with the redemption. The Common Units have no expiration date. The stock option is fully vested and exercisable. The stock option vests in full on January 1, 2027. The stock option vests in full on April 1, 2027. The stock option vests in full on January 1, 2028. The stock option vests in full on January 1, 2029. The stock option vests in full on January 1, 2030.
Class B shares acquired 341,250 shares Grant/award acquisition on May 19, 2026
Common Units acquired 341,250 units Reorganization-related acquisition on May 19, 2026
Class B shares after disposal 307,126 shares Holdings following May 21, 2026 disposition
Class B shares cancelled/disposed 34,124 shares Disposition to issuer on May 21, 2026
RSU award 25,000 units Class A Common Stock RSUs granted May 21, 2026
Stock option strike price $9.09 per unit Multiple option grants over Common Units
Stock option strike price $6.83 per unit Option grants over Common Units
Common Unit redemption ratio 1 unit : 1 Class A share Redemption terms with Class B share forfeiture
Common Units financial
"The common units of Lincoln International, LP ("Common Units") may be redeemed"
Common units are the basic ownership stakes in a company, limited partnership, or trust that function like common stock: they give holders a claim on profits and often voting rights. Think of them as the ordinary seats at a table—the most directly affected by the business’s success or failure, so they typically offer higher upside but carry greater risk than preferred claims or creditors, which matters to investors evaluating potential return and safety.
Class B Common Stock financial
"Represents an acquisition of Common Units and a corresponding number of Class B Common Stock"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
restricted stock units ("RSUs") financial
"Represents an award of restricted stock units ("RSUs"), each of which represents a contingent right"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Rule 16a-2(a) regulatory
"is reported herein pursuant to Rule 16a-2(a)."
Section 12 of the Securities Exchange Act of 1934 regulatory
"registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934"
initial public offering financial
"under Section 12 ... in connection with the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
SEC Form 4
FORM 4UNITED 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*
Heidloff Theodore J.

(Last)(First)(Middle)
110 NORTH WACKER DRIVE, 51ST FLOOR

(Street)
CHICAGO ILLINOIS 60606

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Lincoln International, Inc. [ LCLN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class B Common Stock05/19/2026(1)A341,250A(2)341,250D
Class A Common Stock05/21/2026A25,000(3)A$025,000D
Class B Common Stock05/21/2026D34,124D(4)307,126D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Common Units(5)05/19/2026(1)A341,250 (5) (5)Class A Common Stock341,250(2)341,250D
Stock Option$6.8305/19/2026(1)A8,450 (6)12/31/2026Common Units8,450$08,450D
Stock Option$9.0905/19/2026(1)A8,450 (7)12/31/2027Common Units8,450$08,450D
Stock Option$6.8305/19/2026(1)A7,800 (8)12/31/2027Common Units7,800$07,800D
Stock Option$9.0905/19/2026(1)A8,450 (9)12/31/2028Common Units8,450$08,450D
Stock Option$9.0905/19/2026(1)A7,800 (10)12/31/2029Common Units7,800$07,800D
Stock Option$9.0905/19/2026(1)A7,800 (11)12/31/2030Common Units7,800$07,800D
Common Units(5)05/21/2026D34,124 (5) (5)Class A Common Stock34,124$20307,126D
Explanation of Responses:
1. This transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the Issuer's initial public offering, and is reported herein pursuant to Rule 16a-2(a).
2. Represents an acquisition of Common Units and a corresponding number of Class B Common Stock pursuant to a reorganization of the Issuer.
3. Represents an award of restricted stock units ("RSUs'), each of which represents a contingent right to receive one share of Class A Common Stock. The RSUs vest in two substantially equal annual installments on each of the third and fourth anniversaries of May 21, 2026.
4. Reflects the cancellation for no consideration of Class B Common Stock in connection with the sale of Common Units.
5. The common units of Lincoln International, LP ("Common Units") may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class B Common Stock will be forfeited in connection with the redemption. The Common Units have no expiration date.
6. The stock option is fully vested and exercisable.
7. The stock option vests in full on January 1, 2027.
8. The stock option vests in full on April 1, 2027.
9. The stock option vests in full on January 1, 2028.
10. The stock option vests in full on January 1, 2029.
11. The stock option vests in full on January 1, 2030.
Remarks:
/s/ Julie Nelson, Attorney-in-Fact05/26/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did LCLN CFO Theodore J. Heidloff report?

Heidloff reported internal equity moves including acquiring 341,250 Class B shares and matching Common Units in a reorganization, multiple stock option grants over Common Units, a 25,000-share RSU award, and cancellation or disposition of 34,124 Class B shares and Common Units.

Were the Lincoln International (LCLN) insider transactions open-market trades?

The transactions were described as grants, awards, reorganization-related acquisitions, and dispositions to the issuer, not open-market buys or sells. Footnotes link them to a corporate reorganization and compensation awards rather than discretionary market trading activity by the CFO.

What equity awards did the LCLN CFO receive in this Form 4 filing?

He received 341,250 Class B Common Stock and 341,250 Common Units in a reorganization, several stock option grants over Common Units at exercise prices of $9.09 and $6.83, and an award of 25,000 restricted stock units tied to Class A Common Stock.

How do the LCLN CFO’s Common Units relate to Class A and Class B stock?

Footnotes state each Common Unit may be redeemed for one share of Class A Common Stock on a 1-to-1 basis, with a corresponding number of Class B shares forfeited at redemption. The Common Units have no expiration date under this structure.

What are the vesting terms of the LCLN CFO’s new RSU award?

The award covers 25,000 restricted stock units, each representing one share of Class A Common Stock. According to the footnote, these RSUs vest in two substantially equal annual installments on the third and fourth anniversaries of May 21, 2026.

What are the key details of the LCLN CFO’s new stock options?

He received several stock option grants over Common Units with exercise prices of $9.09 and $6.83 per unit. Footnotes state specific options vest in full on January 1, 2027, April 1, 2027, January 1, 2028, January 1, 2029, and January 1, 2030.