Beeline Holdings (NASDAQ: BLNE) files 8-K furnishing February 3, 2026 press release

Rhea-AI Filing Summary

Beeline Holdings, Inc. filed a Form 8-K to furnish information under Regulation FD. On February 3, 2026, the company issued a press release, which is included as Exhibit 99.1 to this report. The exhibit is furnished rather than filed, so it is not subject to certain Exchange Act liabilities or automatically incorporated into other SEC filings.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): February 3, 2026

BEELINE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Nevada		001-38182		20-3937596
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

188 Valley Street, Suite 225

Providence, RI 02909

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (888) 810-5760

Securities registered pursuant to Section 12(b) of the Act:

Common Stock, $0.0001 par value		BLNE		The Nasdaq Stock Market LLC
(Title of Each Class)		(Trading Symbol)		(Name of Each Exchange on Which Registered)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (CFR §240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD Disclosure

On February 3, 2026, the Company issued a press release, a copy of which is furnished as Exhibit 99.1 of this Current Report on Form 8-K.

The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under such section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

				Incorporated by Reference						Filed or Furnished
Exhibit #		Exhibit Description		Form		Date		Number		Herewith
99.1		Press release dated February 3, 2026								Furnished
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: February 3, 2026

	BEELINE HOLDINGS, INC.
	By:	/s/ Nicholas R. Liuzza, Jr.
		Nicholas R. Liuzza, Jr.
		Chief Executive Officer

FAQ

What did Beeline Holdings (BLNE) report in its latest Form 8-K?

Beeline Holdings filed a Form 8-K to furnish a Regulation FD disclosure. The filing primarily provides a press release dated February 3, 2026, which is attached as Exhibit 99.1 and treated as furnished, not filed, under the Exchange Act.

What is the purpose of Item 7.01 Regulation FD Disclosure for BLNE?

Item 7.01 allows Beeline Holdings to share public information under Regulation FD. In this case, the company used it to furnish a February 3, 2026 press release as Exhibit 99.1, without that exhibit being deemed filed for Exchange Act liability purposes.

How is Beeline Holdings’ Exhibit 99.1 treated under securities laws?

Exhibit 99.1, Beeline Holdings’ February 3, 2026 press release, is expressly furnished, not filed. This means it is not subject to Section 18 liability of the Exchange Act and is not automatically incorporated into other Securities Act or Exchange Act filings.

What exhibits did Beeline Holdings (BLNE) include with this 8-K?

Beeline Holdings included two exhibits: Exhibit 99.1, a press release dated February 3, 2026, and Exhibit 104, the cover page interactive data file embedded within the Inline XBRL document, which supports electronic reporting and data tagging requirements.

Who signed Beeline Holdings’ February 3, 2026 Form 8-K?

The Form 8-K was signed on behalf of Beeline Holdings by Nicholas R. Liuzza, Jr. He signed in his capacity as Chief Executive Officer, satisfying the requirement that a duly authorized officer execute the current report under the Exchange Act.

On what exchange is Beeline Holdings common stock listed?

Beeline Holdings’ common stock, with a par value of $0.0001 per share, is listed on The Nasdaq Stock Market LLC. The trading symbol indicated in the filing is BLNE, identifying the company’s shares for public trading and market reference.