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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): October 20, 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
October 20, 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
| Exhibit
No. |
|
Exhibit |
| 99.1 |
|
Press Release dated October 20, 2026 |
| 104 |
|
Cover
page interactive data file (embedded within the iXBRL 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:
October 20, 2026
| |
BEELINE
HOLDINGS, INC. |
| |
|
|
| |
By:
|
/s/
Nicholas R. Liuzza, Jr. |
| |
|
Nicholas
R. Liuzza, Jr. |
| |
|
Chief
Executive Officer |
Exhibit
99.1
Beeline
Implements Additional Cost Reduction Plan Targeting $3 Million in Annualized Savings, Advancing a More Efficient, Technology-Driven Business
Model
Additional
expense reductions build on earlier cost saving initiatives and accelerates path toward positive cash flow
Technology
investments and higher-value mortgage products support a more scalable operating model
PROVIDENCE,
R.I., Oct. 20, 2026 (GLOBE NEWSWIRE) — via IBN — Beeline Holdings, Inc. (Nasdaq: BLNE) (“Beeline” or the
“Company”), a digital mortgage and home equity platform, today announced an additional operating expense reduction plan targeting
approximately $250,000 in monthly savings, representing $3 million in annualized operating expense reductions. These savings are incremental
to cost reductions implemented earlier in 2026.
The
initiative is part of Beeline’s ongoing transformation toward a leaner, more efficient, technology-driven operating model. The
additional planned reductions are expected to lower the Company’s fixed-cost structure, improve operating leverage and accelerate
its path toward positive operating cash flow.
The
plan includes workforce reductions, infrastructure consolidation and elimination of legacy overhead costs. Beeline expects approximately
$270,000 in one-time transition expenses through Dec. 1, 2026, after which the full monthly savings are expected to be realized.
Beeline
continues to leverage its proprietary MagicBlocks AI customer acquisition technology, a newly developed mortgage pricing engine with
technology infrastructure supporting higher-value, Non-QM products, including Bank Statement and Debt Service Coverage Ratio (DSCR) loans.
These investments are designed to improve conversion rates, increase revenue per employee and enable the Company to scale more efficiently,
which contributed to increased revenues in Q3 2026.
“This
initiative represents a fundamental shift in Beeline’s operating model,” said Nick Liuzza, Chief Executive Officer. “We
have invested heavily in technology and higher-value mortgage products, and we are now aligning our cost structure with those capabilities.
These additional expense reductions build on the actions we have already taken this year and represent another important step toward
creating a more efficient, scalable business with a clear focus on achieving positive operating cash flow.”
Beeline
continues to advance its proposed acquisition of TYTL Holdings, Inc. and its broader home equity and blockchain strategy, subject to
applicable approvals and closing conditions.
About
Beeline Holdings, Inc.
Beeline
Holdings, Inc. is a technology-driven mortgage and home-finance company focused on simplifying and accelerating the path to homeownership,
property investment and home-equity access. Through its digital platform, Beeline offers mortgage products designed for traditional borrowers,
self-employed borrowers and real estate investors and is expanding its platform into home equity investment products. We believe everyone’s
an investor seeking greater financial freedom. That’s why we’re leveling the playing field with the fastest, simplest loans
and access to home-equity ever, helping you reach your financial happy place.
Forward-Looking
Statements
This
press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including
statements regarding the Company’s expected third quarter revenues and operating expenses, its future expense reductions and severance
costs, the impact of recent changes on future operations including revenue growth and future fixed operating expenses, and future operating
cash flow.
Forward-looking
statements are prefaced by words such as “anticipate,” “expect,” “plan,” “could,” “may,”
“will,” “should,” “would,” “intend,” “seem,” “potential,” “appear,”
“continue,” “future,” “believe,” “estimate,” “forecast,” “project,”
“target,” and similar words. Forward-looking statements are based on our current expectations and assumptions regarding our
business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent
uncertainties, risks and changes in circumstances that are difficult to predict. We caution you, therefore, against relying on any of
these forward-looking statements. Our actual results may differ materially from those contemplated by the forward-looking statements
for a variety of reasons, including, without limitation, the possibility that estimates, projections and assumptions on which the forward-looking
statements are based prove to be incorrect including incorrect assumptions on our revenue or operating results being less than expected
adjustments made by our auditors in their review of our financial statements, future interest rate changes, the risks arising from the
impact of affordability, inflation, tariffs, the war in the Middle East, and a recession which may result on the Company’s business,
prospective customers, and on the national and global economy, our ability to raise additional capital to meet future goals and milestone
targets, our ability to attract homeowners to our products and services, our ability to comply with applicable regulatory requirements
and new regulations and developments that may arise including the potential for regulatory changes regarding digital assets, artificial
intelligence, and other areas that impact and may in the future impact the Company’s business, the risk that software and technology
infrastructure on which we depend fails to perform as designed or intended, the parties’ ability to negotiate and execute definitive
agreements, satisfy closing conditions, obtain required approvals, including shareholder approvals, and the possibility that our expectations
and perceived benefits with respect to strategic transactions including the previously announced merger with TYTL Holdings, Inc. Additional
information regarding these and other risks is contained in Beeline’s filings with the Securities and Exchange Commission, including
the Risk Factors contained in the Company’s 2025 Annual Report on Form 10-K and our prospectus supplement dated March 10, 2026.
Any forward-looking statement made by us in this press release speaks only as of the date on which it is made. Factors or events that
could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake
no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise,
except as may be required by law.
Contacts
Investor
Relations
ir@makeabeeline.com
Media
Inquiries
press@makeabeeline.com
Corporate
Communications
IBN.Ai
Austin,
Texas
www.IBN.Ai
512.354.7000
Office
Editor@IBN.Ai
