LIND Form 4: Andrew Stuart Receives 8,899 LTIP Restricted Shares, Vests in One Year

Rhea-AI Filing Summary

This Form 4 reports a restricted stock award to a company director. Andrew Stuart, identified as a director of Lindblad Expeditions Holdings, Inc. (LIND), was granted 8,899 restricted shares under the company's Long-Term Incentive Plan with a reported price of $12.36 per share. The filing shows the acquisition code A and records 23,546 shares beneficially owned following the reported transaction, held in a direct form of ownership.

The restricted shares vest one year from the grant date, subject to continued service, per the filing's explanation. The disclosure is a routine compensation issuance to align a director's interests with shareholders and does not include other transaction types or derivative activity in this filing.

Positive

• Director alignment: Grant of restricted stock under the LTIP aligns the director's interests with shareholders by tying compensation to equity performance.
• Clear vesting terms: Award vests one year from grant date, providing defined retention and performance alignment conditions.

Negative

• Minor dilution: The award increases outstanding insider holdings by 8,899 shares, which could modestly dilute existing shareholders depending on total share count.
• No derivative activity disclosed: The filing shows only equity acquisition; it does not provide additional context on other potential insider positions or broader compensation aggregates.

Insights

Financial Analyst

TL;DR: Routine director LTIP grant—minor ownership increase and alignment with shareholders, not a material corporate event.

The Form 4 documents a director-level compensation award rather than a market-moving corporate action. The director acquired 8,899 restricted shares at a reported price of $12.36, bringing reported beneficial ownership to 23,546 shares. The award vests in one year subject to continued service, indicating short-term retention incentives. This is a standard equity compensation disclosure and, absent additional context on company share count or other insider activity, should be treated as routine with neutral investor impact.

Corporate Governance Expert

TL;DR: Governance-wise, restricted stock with a one-year vesting aligns director incentives; disclosure appears complete for this transaction.

The filing specifies the grant source as the Long-Term Incentive Plan and documents vesting terms of one year from grant date, which is a clear, short-term retention schedule. The reporting person is identified as a director and the ownership form is noted as direct. From a governance perspective, such grants are common practice to align management and board interests with shareholders. The filing contains the required transaction details and an explanation of the award; no derivative positions or sales are reported here.

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

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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^*

Stuart Andrew

(Last) (First) (Middle)

C/O LINDBLAD EXPEDITIONS HOLDING, INC.

96 MORTON STREET, 9TH FLOOR

(Street)

NEW YORK NY 10014

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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

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
Restricted Stock	08/08/2025		A(1)		8,899	A	$12.36	23,546	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. Restricted stock granted under Long-Term Incentive Plan. The restricted stock vests one year from the date of grant, subject to continued service.

	/s/ John J. Wolfel, Attorney-in-Fact for Andrew Stuart	08/12/2025
	** 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).
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FAQ

What transaction did the Lindblad (LIND) Form 4 report for Andrew Stuart?

The Form 4 reports an acquisition of 8,899 restricted shares under the Long-Term Incentive Plan (transaction code A).

How many shares does Andrew Stuart beneficially own after the reported transaction?

Following the reported transaction, the filing shows 23,546 shares beneficially owned.

What are the key terms of the restricted stock grant disclosed on the Form 4?

The restricted stock was granted under the company's LTIP and vests one year from the grant date, subject to continued service.

What price was reported for the restricted shares on the Form 4?

The filing lists a reported price of $12.36 per share associated with the restricted stock acquisition.

Does the Form 4 disclose any derivative securities or sales by the reporting person?

No; Table II shows no derivative securities, and the filing discloses only the restricted stock acquisition.