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Jonathan J. Feldman

President, BloomNet at 1 800 FLOWERS COM1 800 FLOWERS COM
Executive

About Jonathan J. Feldman

Jonathan J. Feldman is President of BloomNet, Inc., a subsidiary of 1-800-FLOWERS.COM, Inc., serving since June 27, 2024 after joining the company on March 18, 2024 . His prior experience spans CLEAR (EVP, CLEAR Verified), Gopuff (VP, Operations/Merchandising/Third-Party Partnerships), and Uber (Director, Head of Global Operations, Strategy & Planning, Delivery), bringing scaled marketplace and logistics execution to BloomNet . FLWS’ executive incentive architecture ties pay to Plan EBITDA, Plan Revenue, and Strategic Initiatives; in FY2025, NEO cash bonuses (including Feldman) paid at 0% of target and only 16.7% of performance shares were earned, signaling strict pay-for-performance alignment amid challenging results .

Past Roles

OrganizationRoleYearsStrategic impact
Uber Technologies, Inc.Director, Head of Global Operations, Strategy & Planning, DeliveryApr 2014 – Jun 2021Led global delivery operations strategy and planning for Uber’s delivery business
GoBrands, Inc. (Gopuff)VP, Operations, Merchandising & Third-Party PartnershipsJun 2021 – Jan 2023Oversaw operations/merchandising and external partner ecosystem for rapid delivery retail
Clear Secure, Inc. (CLEAR)EVP, CLEAR VerifiedMay 2023 – Sep 2023Executive leadership for identity platform initiative focused on verified access

External Roles

OrganizationRoleYearsNotes
No public company board roles disclosed in the proxy (Feldman listed among executive officers, not directors)

Fixed Compensation

YearBase salary ($)Target bonus (% of salary)Target bonus ($)Actual cash bonus ($)Notes
FY2025550,000 80% 440,000 0 (0% payout for NEOs) Base year as first NEO year; perquisites not disclosed for Feldman

Performance Compensation

Annual Cash Incentive (Sharing Success Program)

  • Performance metrics and weighting for NEOs (ex-CEO): Plan EBITDA 37.5%, Plan Revenue 37.5%, Strategic Initiatives 25% .
  • FY2025 outcome: Company did not meet Plan EBITDA/Revenue; NEO payout was 0% of target .
MetricWeightingDefinitionFY2025 Outcome
Plan EBITDA37.5% Net income before interest, taxes, depreciation, amortization and stock-based comp, pre-bonus; adjusted for certain items Not achieved (0% payout)
Plan Revenue37.5% Company revenue vs annual budget; adjusted for M&A not in budget Not achieved (0% payout)
Strategic Initiatives25.0% KPIs on customer engagement, category expansion, last-mile capabilities Partial achievement (but annual cash plan paid 0%)
FY2025 Annual Incentive OpportunityThreshold ($)Target ($)Maximum ($)Actual Payout ($)
Non-Equity Incentive (Cash)36,667 440,000 770,000 0

Equity Awards

  • FY2025 long-term program granted 50% time-based RSAs (ratable over 3 years) and 50% one-year performance shares that, to the extent earned, cliff vest 3 years after grant; FY2025 earned PSUs based on Plan EBITDA (50%) and Strategic Initiatives (50%); only 16.7% earned for FY2025 .
Grant dateInstrumentShares (target/awarded)Grant-date fair value ($)Vesting schedule
Nov 5, 2024Performance share award (PSU)Target: 34,051 ; Earned: 5,675 (16.7%) 283,985 Earned shares cliff vest 3 years after grant (Nov 5, 2027)
Nov 5, 2024Time-based restricted stock (RSA)34,052 283,994 One-third at each anniversary of grant (Nov 5, 2025/2026/2027)
Mar 25, 2024 (employment commencement)Time-based restricted stock (RSA)22,753 (outstanding at FYE) — (market value at 6/27/25 below)One-third at each anniversary of Mar 25, 2024

Stock awards vested in FY2025:

NameShares vested (#)Value realized on vesting ($)
Jonathan J. Feldman11,377 67,466

Equity Ownership & Alignment

Beneficial Ownership (as of Oct 13, 2025)

Class A sharesClass B shares% A shares% B shares
— (not a beneficial owner) <0.1% (—)
  • Executive stock ownership guidelines require 2x base salary for NEOs (5x for Executive Chairman and CEO) with compliance due within the later of 5 years from hire or 3 years after becoming subject to the guidelines .
  • Anti-hedging/pledging: Directors and officers are prohibited from hedging and from purchasing on margin or pledging company stock, reducing forced-sale risk .

Unvested Holdings and Mark-to-Market at FYE (June 27, 2025)

Market value based on $5.13 Class A closing price on 6/27/2025 .

InstrumentShares (#)Market value ($)
PSUs earned in FY2025 (vest 11/5/2027)5,675 29,113
RSAs (grant 11/5/2024; 3-year ratable)34,052 174,687
RSAs (employment grant; 3/25/2024; 3-year ratable)22,753 116,723

Employment Terms

ItemDetail
Employment startMarch 18, 2024
Role effectivePresident, BloomNet effective June 27, 2024
Executive Severance PlanAdopted Oct 17, 2025; provides payments/benefits upon termination for Executive Leadership
Insider trading/pledgingHedging, margin purchases, and pledging prohibited

Potential payments upon termination/change-in-control (as disclosed for Feldman):

TriggerCash severance ($)Accelerated vesting of restricted shares ($)Total ($)
Change of Control42,308 320,522 362,830
Termination Without Cause/Resignation for Good Reason42,308 42,308
Death/Disability320,522 320,522

Additional notes:

  • No option awards outstanding for Feldman as of FYE; option rows are blank in the Outstanding Equity table for him .
  • No nonqualified deferred compensation contributions or balances for Feldman in FY2025 .
  • No option exercises by any NEOs during FY2025 .

Compensation Structure Analysis

  • Mix tilts to equity: FY2025 comp comprised salary ($550k) and equity ($567,979 grant-date value), with no cash bonus paid; equity split between time-based RSAs and performance shares (of which only 16.7% were earned), indicating meaningful performance risk in pay .
  • Annual plan rigor: EBITDA and Revenue gates were not achieved, driving 0% cash payout; PSUs were only partially earned, reinforcing downward sensitivity to underperformance .
  • Vesting cadence: Significant vesting events occur on the anniversaries of Mar 25 and Nov 5 through 2027 (time-based RSAs), and a PSU cliff in Nov 2027, creating periodic windows for potential selling pressure barring retention agreements .

Investment Implications

  • Alignment and retention: Low current beneficial ownership (excludes unvested) but meaningful unvested equity through 2027 (PSU and RSA overhang) should support retention and align incentives with long-term value creation; pledging is prohibited, lowering governance risk from forced sales .
  • Pay-for-performance: Zero cash bonus and partial PSU earn in FY2025 suggest high payout sensitivity to Plan EBITDA/Revenue and Strategic Initiatives; continued under/overperformance could swing future realized pay materially .
  • Event risk economics: Feldman’s severance protection is modest in cash terms ($42,308) with equity acceleration primarily tied to change-in-control and death/disability; termination without cause yields cash only, indicating limited golden-parachute risk .
  • Trading signals: RSA tranches on Mar 25 and Nov 5 each year and a PSU cliff on Nov 5, 2027 are key dates to monitor for potential insider selling pressure, subject to trading windows and personal diversification needs .

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