Sec Form 4 Filing - Killinger Johann @ LINDBLAD EXPEDITIONS HOLDINGS, INC. - 2016-08-29

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Killinger Johann
2. Issuer Name and Ticker or Trading Symbol
LINDBLAD EXPEDITIONS HOLDINGS, INC. [ LIND]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
HEILWIGSTRASSE 96
3. Date of Earliest Transaction (MM/DD/YY)
08/29/2016
(Street)
HAMBURG, 2M20249
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.0001 par value per share 08/29/2016 S 342,383 D $ 9.1195 ( 4 ) 2,227,128 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/01/2016 S 909 D $ 9.5 2,226,219 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/02/2016 S 2,500 D $ 9.5 2,223,719 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/06/2016 S 8,600 D $ 9.5051 ( 5 ) 2,215,119 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/07/2016 S 4,137 D $ 9.5001 ( 6 ) 2,210,982 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/21/2016 S 5,000 D $ 9.0345 ( 7 ) 2,205,982 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/21/2016 S 5,000 D $ 9.0345 ( 7 ) 2,738,016 I See Footnotes ( 2 ) ( 3 )
Common Stock, $0.0001 par value per share 09/22/2016 S 5,000 D $ 9.0563 ( 8 ) 2,200,982 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/22/2016 S 5,000 D $ 9.0563 ( 8 ) 2,733,016 I See Footnotes ( 2 ) ( 3 )
Common Stock, $0.0001 par value per share 09/23/2016 S 5,000 D $ 9.0579 ( 9 ) 2,195,982 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/23/2016 S 5,000 D $ 9.0579 ( 9 ) 2,728,016 I See Footnotes ( 2 ) ( 3 )
Common Stock, $0.0001 par value per share 09/26/2016 S 5,000 D $ 9.0697 ( 10 ) 2,190,982 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/26/2016 S 5,000 D $ 9.0697 ( 10 ) 2,723,016 I See Footnotes ( 2 ) ( 3 )
Common Stock, $0.0001 par value per share 09/27/2016 S 5,000 D $ 9.1512 ( 11 ) 2,185,982 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/27/2016 S 5,000 D $ 9.1512 ( 11 ) 2,718,016 I See Footnotes ( 2 ) ( 3 )
Common Stock, $0.0001 par value per share 09/28/2016 S 320,000 D $ 9.2 1,865,982 I See Footnotes ( 1 ) ( 3 )
Common Stock, $0.0001 par value per share 09/28/2016 S 80,000 D $ 9.2 2,638,016 I See Footnotes ( 2 ) ( 3 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Killinger Johann
HEILWIGSTRASSE 96
HAMBURG, 2M20249
X
Baldeweg Dirk Klaus
UP DE WORTH 19
HAMBURG, 2M22391
X
Signatures
/s/ Dr. Johann Killinger 11/21/2016
Signature of Reporting Person Date
/s/ Dr. Dirk Baldeweg 11/21/2016
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares of Common Stock ("Shares") are directly owned by Talas Shipping GmbH & Co. KG, for which each of the Reporting Persons serve as managing director.
( 2 )These Shares are directly owned by Two Mountain Ltd., for which each of the Reporting Persons serve as director.
( 3 )Each Reporting Person disclaims beneficial ownership of the Shares reported herein except to the extent of his pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
( 4 )This price reflects the weighted average price for open-market sales of Shares on August 29, 2016, within a $1.00 range. The actual prices for these transactions range from $9 to $9.21, inclusive. The Reporting Persons further undertake to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of Shares sold at each separate price within the range set forth in footnotes (4) through (11).
( 5 )This price reflects the weighted average price for open-market sales of Shares on September 6, 2016, within a $1.00 range. The actual prices for these transactions range from $9.5 to $9.55, inclusive.
( 6 )This price reflects the weighted average price for open-market sales of Shares on September 7, 2016, within a $1.00 range. The actual prices for these transactions range from $9.5 to $9.53, inclusive.
( 7 )This price reflects the weighted average price for open-market sales of Shares on September 21, 2016, within a $1.00 range. The actual prices for these transactions range from $9.01 to $9.07, inclusive.
( 8 )This price reflects the weighted average price for open-market sales of Shares on September 22, 2016, within a $1.00 range. The actual prices for these transactions range from $9.03 to $9.1, inclusive.
( 9 )This price reflects the weighted average price for open-market sales of Shares on September 23, 2016, within a $1.00 range. The actual prices for these transactions range from $9.05 to $9.9, inclusive.
( 10 )This price reflects the weighted average price for open-market sales of Shares on September 26, 2016, within a $1.00 range. The actual prices for these transactions range from $9.05 to $9.11, inclusive.
( 11 )This price reflects the weighted average price for open-market sales of Shares on September 27, 2016, within a $1.00 range. The actual prices for these transactions range from $9.09 to $9.25, inclusive.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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