Key facts
- This page summarizes Mark D. Ein's Form 4 filing for LINDBLAD EXPEDITIONS HOLDINGS, INC. (LIND).
- 1 reported transaction and 1 derivative row are listed below.
- Accepted by SEC: 04 Jun 2021, 15:27.
Mark D. Ein - 02 Jun 2021 Form 4 Insider Report for LINDBLAD EXPEDITIONS HOLDINGS, INC. (LIND)
- Reporting relationship
- Director, 10%+ Owner
- Issuer ticker
- LIND
- Reported as of
- 02 Jun 2021
- Net transaction value
- $0
- SEC form
- 4
- Accepted by SEC
- 04 Jun 2021, 15:27:34 UTC
- Prior SEC filing
- 21 May 2021
- Next SEC filing
- 02 Jul 2021
- Source filing
- View source filing
- Reporting owner signature
- /s/ Mark Ein
Source evidence
Original filing metadata and source links for verification.
5 source fields
Reporting owner
1 detail
Key filing fact
Mark D. Ein filed Form 4 for LINDBLAD EXPEDITIONS HOLDINGS, INC. (LIND) on 04 Jun 2021.
Change
- Previous filing in this sequence was filed on 21 May 2021.
- Current net transaction value: $0.
Research use
- This tells you what this filing adds before you inspect full transaction and derivative tables.
- You can trace every row back to the original SEC filing document.
Evidence
Filed on Form 4
View source filing
Ownership activity is grounded in SEC Form 4 disclosures.
Reported derivative securities
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
LIND
transaction
Derivative
Prepaid Variable Forward Sale Contract
Other
- Transaction value
- Shares
- +369,250
- Change %
- Price
- Shares after
- 369,250
- Date
- 02 Jun 2021
- Ownership
- See Footnote
- Underlying class
- Common Stock
- Underlying amount
- 369,250
- Exercise price
- Footnotes
- F1, F2, F3
* marks a reported price that did not pass the local price check.
Additional SEC filing notes
Filing notes and footnotes
Explanation of responses 3 footnotes
Footnote F1
On June 2, 2021, the reporting person entered into a prepaid variable share forward transaction with Citibank, N.A. ("Citibank"). See Footnote 3 and Remarks for details of the transaction.
Footnote F2
The prepaid forward transaction with Citibank is divided into 8 components (each a "Component"). For each Component, the reporting person is obligated to deliver to Citibank, on the settlement date (the "Settlement Date") determined based on the specified scheduled valuation date within the period from June 8, 2023 to June 19, 2023, either, at the reporting person's option, (i) up to 46,156 shares of common stock of the Issuer (or 46,157 Shares for the last two Settlement Dates) ("Shares") (such Share number, "Subject Number") based on the average market price of the Shares determined as described below in Remarks or (ii) an amount of cash equivalent to the value of such Shares. In exchange for assuming the obligation under each contract, the reporting person received an upfront cash prepayment of $5,052,928 from Citibank.
Footnote F3
On July 8, 2015, Capital Acquisition Management 2 LLC acquired 3,456,416 shares of common stock from the Issuer. Leland Investments, Inc., an entity controlled by Mr. Ein, is the sole member of Capitol Acquisition Management 2 LLC. Accordingly, Mr. Ein is deemed to have beneficial ownership of shares held by Capitol Acquisition Management 2 LLC.
SEC remarks
The cash equivalent to the value of the Subject Number of Shares (or, at the reporting person's option, the Subject Number of Shares) to be delivered to Citibank on each Settlement Date is to be determined as follows: (a) if the volume-weighted average price per Share on the relevant valuation date (the "Settlement Price") is equal to or less than $15.57 per Share (the "Forward Floor Price"), the reporting person will deliver to Citibank the Subject Number of Shares; (b) if the Settlement Price is between the Forward Floor Price and $22.49 per Share (the "Forward Cap Price"), the reporting person will deliver to Citibank a number of Shares equal to the Subject Number multiplied by a fraction, the numerator of which is the Forward Floor Price and the denominator of which is the Settlement Price; and (c) if the Settlement Price is greater than the Forward Cap Price, the reporting person will deliver to Citibank a number of Shares equal to the product of (i) the Subject Number and (ii) a fraction (A) the numerator of which is the sum of (x) the Forward Floor Price and (y) the Settlement Price minus the forward Cap Price, and (B) the denominator of which is the Settlement Price.