Jonathan J. Feldman
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
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Uber Technologies, Inc. | Director, Head of Global Operations, Strategy & Planning, Delivery | Apr 2014 – Jun 2021 | Led global delivery operations strategy and planning for Uber’s delivery business |
| GoBrands, Inc. (Gopuff) | VP, Operations, Merchandising & Third-Party Partnerships | Jun 2021 – Jan 2023 | Oversaw operations/merchandising and external partner ecosystem for rapid delivery retail |
| Clear Secure, Inc. (CLEAR) | EVP, CLEAR Verified | May 2023 – Sep 2023 | Executive leadership for identity platform initiative focused on verified access |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No public company board roles disclosed in the proxy (Feldman listed among executive officers, not directors) |
Fixed Compensation
| Year | Base salary ($) | Target bonus (% of salary) | Target bonus ($) | Actual cash bonus ($) | Notes |
|---|---|---|---|---|---|
| FY2025 | 550,000 | 80% | 440,000 | 0 (0% payout for NEOs) | Base year as first NEO year; perquisites not disclosed for Feldman |
Performance Compensation
Annual Cash Incentive (Sharing Success Program)
- Performance metrics and weighting for NEOs (ex-CEO): Plan EBITDA 37.5%, Plan Revenue 37.5%, Strategic Initiatives 25% .
- FY2025 outcome: Company did not meet Plan EBITDA/Revenue; NEO payout was 0% of target .
| Metric | Weighting | Definition | FY2025 Outcome |
|---|---|---|---|
| Plan EBITDA | 37.5% | Net income before interest, taxes, depreciation, amortization and stock-based comp, pre-bonus; adjusted for certain items | Not achieved (0% payout) |
| Plan Revenue | 37.5% | Company revenue vs annual budget; adjusted for M&A not in budget | Not achieved (0% payout) |
| Strategic Initiatives | 25.0% | KPIs on customer engagement, category expansion, last-mile capabilities | Partial achievement (but annual cash plan paid 0%) |
| FY2025 Annual Incentive Opportunity | Threshold ($) | Target ($) | Maximum ($) | Actual Payout ($) |
|---|---|---|---|---|
| Non-Equity Incentive (Cash) | 36,667 | 440,000 | 770,000 | 0 |
Equity Awards
- FY2025 long-term program granted 50% time-based RSAs (ratable over 3 years) and 50% one-year performance shares that, to the extent earned, cliff vest 3 years after grant; FY2025 earned PSUs based on Plan EBITDA (50%) and Strategic Initiatives (50%); only 16.7% earned for FY2025 .
| Grant date | Instrument | Shares (target/awarded) | Grant-date fair value ($) | Vesting schedule |
|---|---|---|---|---|
| Nov 5, 2024 | Performance 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, 2024 | Time-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:
| Name | Shares vested (#) | Value realized on vesting ($) |
|---|---|---|
| Jonathan J. Feldman | 11,377 | 67,466 |
Equity Ownership & Alignment
Beneficial Ownership (as of Oct 13, 2025)
| Class A shares | Class 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 $5.13 Class A closing price on 6/27/2025 .
| Instrument | Shares (#) | Market value ($) |
|---|---|---|
| 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
| Item | Detail |
|---|---|
| Employment start | March 18, 2024 |
| Role effective | President, BloomNet effective June 27, 2024 |
| Executive Severance Plan | Adopted Oct 17, 2025; provides payments/benefits upon termination for Executive Leadership |
| Insider trading/pledging | Hedging, margin purchases, and pledging prohibited |
Potential payments upon termination/change-in-control (as disclosed for Feldman):
| Trigger | Cash severance ($) | Accelerated vesting of restricted shares ($) | Total ($) |
|---|---|---|---|
| Change of Control | 42,308 | 320,522 | 362,830 |
| Termination Without Cause/Resignation for Good Reason | 42,308 | — | 42,308 |
| Death/Disability | — | 320,522 | 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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