Lawson Lawrence James III 4
4 · Lincoln International, Inc. · Filed May 26, 2026
Research Summary
AI-generated summary of this filing
Lincoln (LCLN) 10% Owner Lawson James Sells $106.7M of Shares
What Happened Lawson Lawrence James III (reported as a 10% owner) reported a series of pre-IPO reorganization transactions. On May 19, 2026 he was reported to have acquired 332,800 shares and an additional 21,117,200 shares (the latter recorded as a derivative/acquisition related to the reorganization). On May 21, 2026 he disposed of 5,332,996 shares to the issuer; one disposition of 5,332,996 shares was reported at $20.00 per share for proceeds of $106,659,920. Some other dispositions are reported as N/A (see footnotes) and reflect conversion/cancellation activity tied to the issuer’s restructuring and IPO.
Key Details
- Transaction dates: Acquisitions on 2026-05-19; dispositions to issuer on 2026-05-21.
- Prices/values: One disposition reported at $20.00 per share (5,332,996 shares) for $106,659,920. Other reported acquisitions/dispositions show N/A prices (reorg-related).
- Shares reported acquired on 5/19: 332,800 shares and 21,117,200 shares (the latter noted as derivative).
- Shares disposed on 5/21: 5,332,996 shares (one entry at $20/share for $106.66M; other disposition entries reported as N/A).
- Shares owned after transaction: Not specified in the filing.
- Footnotes (summary): F1 — transactions occurred prior to issuer’s Section 12 registration and reported under Rule 16a-2(a); F2 — acquisitions include Class A common stock, common units and corresponding Class C shares from a reorganization; F3 — some Class C shares were cancelled for no consideration; F4 — common units may be redeemed 1-for-1 for Class A shares (with forfeiture of corresponding Class C shares).
- Filing timeliness: The Form 4 was filed on 2026-05-26 for transactions reported as of 2026-05-19/05-21 — the filing appears delayed beyond the standard 2-business-day Form 4 window.
Context These entries reflect pre-IPO reorganization, conversion, redemption and cancellation mechanics (not a routine open-market trade). The derivative/award lines and N/A price entries indicate internal conversions of units and cancellation of Class C shares tied to the IPO reorganization rather than discretionary market buying/selling. As a 10% owner, Mr. James is a significant shareholder — these moves are corporate-structuring actions rather than an ordinary insider buy/sell that would be interpreted as a simple bullish or bearish signal.
Insider Transaction Report
- Award
Class A Common Stock
[F1][F2]2026-05-19+332,800→ 332,800 total - Award
Class C Common Stock
[F1][F2]2026-05-19+21,117,200→ 21,117,200 total - Disposition to Issuer
Class C Common Stock
[F3]2026-05-21−5,332,996→ 15,784,204 total - Award
Common Units
[F4][F1][F2]2026-05-19+21,117,200→ 21,117,200 total→ Class A Common Stock (21,117,200 underlying) - Disposition to Issuer
Common Units
[F4]2026-05-21$20.00/sh−5,332,996$106,659,920→ 15,784,204 total→ Class A Common Stock (5,332,996 underlying)
Footnotes (4)
- [F1]This transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the Issuer's initial public offering, and is reported herein pursuant to Rule 16a-2(a).
- [F2]Represents an acquisition of Class A Common Stock, Common Units and a corresponding number of Class C Common Stock pursuant to a reorganization of the Issuer.
- [F3]Reflects the cancellation for no consideration of Class C Common Stock in connection with the sale of Common Units.
- [F4]The common units of Lincoln International, LP ("Common Units") may be redeemed by the Reporting Person at any time at the option of the holder for shares of Class A Common Stock on a 1-to-1 basis, and a corresponding number of shares of Class C Common Stock will be forfeited in connection with the redemption. The Common Units have no expiration date.