Statement of Changes in Beneficial Ownership (4)
April 07 2020 - 4:21PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
AUERBACH PHILIP |
2. Issuer Name and Ticker or Trading Symbol
LINDBLAD EXPEDITIONS HOLDINGS, INC.
[
LIND
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Commercial Officer |
(Last)
(First)
(Middle)
C/O LINDBLAD EXPEDITIONS HOLDING, INC., 96 MORTON STREET, 9TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/6/2020 |
(Street)
NEW YORK, NY 10014
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 4/6/2020 | | M | | 7440 | A | $0 | 88204 | D | |
Common Stock | 4/6/2020 | | F | | 2777 | D | $3.70 | 85427 | D | |
Common Stock | 4/6/2020 | | A | | 12498 | A | $0 | 97925 | D | |
Common Stock | 4/6/2020 | | F | | 4731 | D | $3.70 | 93194 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Units | (1) | | | | | | | (2) | (2) | Common Stock | 6492 | | 6491 | D | |
Restricted Stock Units | (1) | 4/6/2020 | | M | | | 7440 | (3) | (3) | Common Stock | 7440 | $0 | 0 | D | |
Restricted Stock Units | (1) | | | | | | | (4) | (4) | Common Stock | 4503 | | 9005 | D | |
Explanation of Responses: |
(1) | Upon vesting, each restricted stock unit represents a contingent right to receive one share of common stock or an equivalent amount of cash. |
(2) | The restricted stock units vest in three annual installments beginning March 30, 2019, subject to the Reporting Person's continued employment or service with the Company or its subsidiaries on the applicable vesting date. |
(3) | The restricted stock units vest in three annual installments beginning April 3, 2018, subject to the Reporting Person's continued employment or service with the Company or its subsidiaries on the applicable vesting date. |
(4) | The restricted stock units vest in three annual installments beginning March 29, 2020, subject to the Reporting Person's continued employment or service with the Company or its subsidiaries on the applicable vesting date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
AUERBACH PHILIP C/O LINDBLAD EXPEDITIONS HOLDING, INC. 96 MORTON STREET, 9TH FLOOR NEW YORK, NY 10014 |
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| Chief Commercial Officer |
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Signatures
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/s/ John J. Wolfel, Attorney-in-Fact for Philip Auerbach | | 4/7/2020 |
**Signature of Reporting Person | Date |
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