Beeline Holdings (BLNE) furnishes October 24, 2025 Reg FD press release

Rhea-AI Filing Summary

Beeline Holdings, Inc. filed a current report to note that it issued a press release on October 24, 2025, which is furnished as Exhibit 99.1 under Regulation FD. The company specifies that this press release and the related disclosure are furnished, not filed, so they are not subject to certain Exchange Act liabilities and are not automatically incorporated into other securities law filings.

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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 24, 2025

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)

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 24, 2025, Beeline Holdings, Inc. (the “Company”), issued a press release. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed “filed” for the purposes of or otherwise subject to the liabilities under Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Unless expressly incorporated into a filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, the information contained in this Item 7.01 and Exhibit 99.1 hereto shall not be incorporated by reference into any Company filing, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

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 October 24, 2025								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: October 24, 2025

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

FAQ

What does Beeline Holdings (BLNE) report in this 8-K filing?

Beeline Holdings reports that it issued a press release on October 24, 2025, furnished as Exhibit 99.1. The disclosure is provided under Regulation FD to share information broadly with the market while clarifying it is furnished, not filed, under the Exchange Act.

How is the Beeline Holdings (BLNE) press release treated under securities laws?

The press release attached as Exhibit 99.1 is expressly treated as furnished, not filed, under the Exchange Act. This means it is not subject to Section 18 liability and is not automatically incorporated into other Securities Act or Exchange Act filings by Beeline Holdings.

What is the purpose of Item 7.01 in Beeline Holdings’ (BLNE) 8-K?

Item 7.01 is used by Beeline Holdings to provide Regulation FD Disclosure related to its October 24, 2025 press release. It ensures broad, non-selective distribution of the information while maintaining that the material is furnished rather than filed with the SEC.

Which exhibits are included in this Beeline Holdings (BLNE) Form 8-K?

The filing includes Exhibit 99.1, a press release dated October 24, 2025, and Exhibit 104, the cover page interactive data file embedded in the Inline XBRL document. Exhibit 99.1 is specifically designated as furnished under the current report.

Who signed Beeline Holdings’ (BLNE) October 24, 2025 Form 8-K?

The Form 8-K was signed on behalf of Beeline Holdings, Inc. by Nicholas R. Liuzza, Jr., the company’s Chief Executive Officer, on October 24, 2025. His signature confirms the company’s authorization and responsibility for the content of this current report.