[Form 4] Lindblad Expeditions Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Benjamin Bressler, an officer of Lindblad Expeditions Holdings, Inc. (LIND), exercised stock options and sold the resulting shares under a 10b5-1 plan. On 08/22/2025 he exercised options with an $8.44 exercise price to acquire 200,700 shares and simultaneously sold 200,700 shares at a weighted-average price of $14.19. After these transactions he directly beneficially owned 23,466 shares and retained options/derivative securities covering 889,547 shares exercisable through 03/17/2034. The filing discloses the sale price range was $14.00 to $14.45 and notes the option grant was made under the 2021 Long Term Incentive Plan pursuant to his employment agreement.

Insights

Securities Analyst

TL;DR: Officer exercised options and sold all exercised shares under a Rule 10b5-1 plan, retaining substantial option exposure.

The transaction shows a typical option exercise followed by disposition under an established trading plan. The reporting person converted in-the-money options ($8.44 strike) into common stock and sold the same number of shares at a weighted-average of $14.19, realizing gross proceeds consistent with the disclosed price range of $14.00 to $14.45. Post-transaction, direct common stock holdings are minimal (23,466 shares) while derivative exposure remains material (889,547 options), which sustains potential future dilution and insider alignment with long-term performance.

Corporate Governance Expert

TL;DR: Transaction appears procedural and executed under a 10b5-1 plan, indicating pre-specified selling rather than opportunistic trading.

The filing explicitly marks the sale as made pursuant to a written plan intended to satisfy the Rule 10b5-1 affirmative defense, which reduces concerns about opportunistic insider timing. The option grant is tied to the 2021 Long Term Incentive Plan per the employment agreement, reflecting typical executive compensation mechanics. Materiality stems from the large number of derivative instruments remaining outstanding (889,547), which is important for assessing potential future insider exercise and dilution.

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).

X

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^*

BRESSLER BENJAMIN

(Last) (First) (Middle)

833 WEST SOUTH BOULDER ROAD, BLDG G

(Street)

LOUISVILLE CO 80027-2452

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LINDBLAD EXPEDITIONS HOLDINGS, INC. [ LIND ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	*Founder & CEO of NHA

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

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
Common Stock	08/22/2025		M		200,700	A	$8.44	224,166	D
Common Stock	08/22/2025		S		200,700	D	$14.19(1)	23,466	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
Stock Option (right to buy)(2)	$8.44	08/22/2025		M			200,700	03/18/2024	03/17/2034	Common Stock	200,700	$0	889,547	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $14.00 to $14.45, inclusive. The Reporting Person undertakes to provide Lindblad Expeditions Holdings, Inc. (the "Company"), any security holder of the Company, or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

2. Stock option granted under the 2021 Long Term Incentive Plan pursuant to his employment agreement.

	/s/ John J. Wolfel, Attorney-in-Fact for Benjamin Bressler	08/25/2025
	** 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 Benjamin Bressler report on Form 4 for LIND?

He reported exercising 200,700 options at $8.44 and selling 200,700 shares at a weighted-average price of $14.19 on 08/22/2025.

Were the sales executed under a Rule 10b5-1 plan?

Yes. The form is checked to indicate the transactions were made pursuant to a written plan intended to satisfy Rule 10b5-1.

How many LIND shares does Bressler beneficially own after the transactions?

He directly beneficially owns 23,466 shares and holds derivative securities covering 889,547 shares.

What was the sale price range for the disposed shares?

Shares were sold at prices ranging from $14.00 to $14.45; the reported weighted-average price was $14.19.

Under what plan was the stock option granted?

The option was granted under the 2021 Long Term Incentive Plan pursuant to his employment agreement.