Blüm Holdings Inc. filings document the cannabis holding company’s public-company status, capital structure, material agreements, and governance matters. Its Form 15 records the termination of Section 12(g) registration or suspension of Exchange Act reporting duties for its common stock, while a Form 12b-25 documents a delayed annual report filing.
Recent 8-K filings cover debt conversion agreements, unsecured and secured promissory notes, warrant-related arrangements, related-party transactions, common-stock issuances, financial results furnished under Regulation FD, the closing of a Bay Area cannabis retail dispensary acquisition, and director-level governance changes.
Blum Holdings, Inc. filed a Form 12b-25 notification stating it could not timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The company says it needs additional time to finalize disclosures and expects to file within the fifteen-day extension provided by Rule 12b-25.
Blum Holdings, Inc. reported that 10% owner Douglas Rosenberg converted debt into equity and cancelled certain warrants on December 31, 2025. An aggregate of $3,050,000 of principal plus accrued interest under unsecured promissory notes was converted into common stock at a fixed price of $0.98 per share, resulting in the issuance of 3,238,547 shares of common stock. The applicable unsecured notes were cancelled and satisfied in full for the converted amounts.
On the same date, the company issued a new Senior Secured Promissory Note for $525,000 to Rosenberg, replacing two earlier unsecured promissory notes. In connection with this new note, the parties entered into a Warrant Cancellation Agreement, cancelling warrants previously issued with the prior notes to purchase up to 198,114 shares of common stock at an exercise price of $0.53 per share.
BlueLine Holdings, Inc. director Jim Miller received 191,327 shares of common stock as equity compensation. The Form 4 shows that on December 31, 2025, Miller was awarded these shares at an implied price of $0.98 per share for his service on the company’s board.
After this grant, he directly holds 191,327 common shares. The transaction is coded as an acquisition and reflects stock-based compensation rather than an open-market purchase.
BioLife Holdings, Inc. reported a director stock award. Director Bradley Laurence Hirsch received 64,082 shares of common stock on December 31, 2025, as compensation for his service on the board. The implied price was $0.98 per share, and he now beneficially owns 64,082 shares directly.
Blum Holdings director Matthew Barron received 194,183 shares of common stock as compensation for board service at an implied price of $0.98 per share. The shares were issued on December 31, 2025 and are held directly, bringing his beneficial ownership to 194,183 shares.
The filing also notes that Matthew Barron resigned from the Board of Directors and from the Audit Committee effective November 17, 2025, and that his resignation was not due to any disagreement with the company’s operations, policies, or practices.
BlueLinx Holdings, Inc. Chief Financial Officer Patty Chan received common stock as compensation. On December 31, 2025, Chan was issued 30,612 shares of common stock at an implied price of $0.98 per share, in lieu of $30,000 of consulting compensation. After this transaction, she beneficially owned 30,612 shares directly.
BLMH Holdings, Inc. reported that it issued 2,551,020 shares of common stock to Adnant, LLC, a related party managed by CEO Sabas Carrillo, as a performance-based equity award at an implied price of $0.98 per share. Following this award, Adnant indirectly holds 11,496,094 common shares, while Carrillo also directly holds 92,389 common shares. Adnant additionally holds 3,571,429 shares of Series V Preferred Stock, which are convertible into common stock under set terms, and 595,238 warrants to purchase common stock.
Blum Holdings, Inc. reported several year-end capital structure moves involving a related investor and its strategic advisor. On December 31, 2025, the company converted $3,050,000 of principal and accrued interest on unsecured promissory notes into 3,248,547 shares of common stock at a fixed price of $0.98 per share, cancelling the applicable notes in full.
Blum also issued a new $525,000 senior secured promissory note to the same investor, maturing December 31, 2027, bearing 8.0% annual interest and convertible at a price based on a $20,900,000 pre-money valuation, equal to $0.98 per share on a fully diluted basis. In connection with this note, warrants to purchase up to 198,114 shares at $0.53 per share were cancelled. The board ratified a performance-based equity award to related-party advisor Adnant, LLC, under which 2,551,020 shares of common stock will be issued at an implied $0.98 per share. All equity issuances were made as unregistered offerings relying on Section 4(a)(2) exemptions.
Blum Holdings, Inc. insider Douglas Rosenberg reported his beneficial ownership of derivative securities as of 12/05/2025. Rosenberg, identified as a director of BLUM HOLDINGS, INC. (BLMH), holds multiple warrants to purchase the company’s common stock with different exercise and expiration dates.
The reported positions include warrants to purchase common stock at exercise prices of $0.17, $0.35, and $0.53 per share, each with specific expiration dates ranging from 12/30/2027 to 12/05/2028. The filing explains that the warrants are exercisable at any time for the underlying registered common stock and, if the underlying shares are unregistered, they may be exercised on a cashless basis at the holder’s election until they are automatically exercised on a cashless basis at expiration.