8-K/A Feb 2022 Board Appointment true 0001512499 0001512499 2022-02-15 2022-02-15
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
FORM 8-K/A
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): February 15, 2022
 
LINDBLAD EXPEDITIONS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
  
001-35898
  
27-4749725
(State or other jurisdiction
of incorporation)
  
(Commission File Number)
  
(IRS Employer
Identification No.)
 
96 Morton Street, 9th Floor, New York, New York
  
10014
(Address of principal executive offices)
  
(Zip Code)
 
Registrant’s telephone number including area code: (212) 261-9000
 
(Former name or former address, if changed since last report)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
  
Trading Symbol(s)
  
Name of each exchange on which registered
         
Common Stock, par value $0.0001 per share
  
LIND
  
The NASDAQ Stock Market LLC
         
 
Securities registered pursuant to Section 12(g) of the Act:
None
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230 .425)
 
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company   ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    ☐
 
 
 
 
 
 
 
EXPLANATORY NOTE
 
This Form 8-K/A is being filed solely to correct the date of the event being reported.
 
 
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Agreements of Certain Officers
 
On February 15, 2022, Lindblad Expeditions Holdings, Inc., a Delaware corporation (the “Company”), appointed Alex Schultz, a proven global marketing executive, as a new independent director. With the appointment of Mr. Schultz, the Company’s Board will increase from nine to 10 directors, eight of whom are independent. Mr. Schultz currently serves as Chief Marketing Officer and VP of Analytics for Meta, formerly Facebook, where he leads consumer marketing and product analytics globally. 
 
Mr. Schultz will stand for election by shareholders at the Company’s 2022 Annual Meeting of Stockholders.
 
 
Item 9.01 Financial Statements and Exhibits.
 
(d)
Exhibits
 
Exhibit 104
  
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
2
 
 
 
 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. 
 
 
LINDBLAD EXPEDITIONS HOLDINGS, INC.
(registrant)
   
February 20, 2022      
By:
/s/ Craig I. Felenstein
   
Craig I. Felenstein, Chief Financial Officer
 
 
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