STOCK TITAN

Beeline Holdings (BLNE) CEO gifts 33,093 shares of Common Stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Beeline Holdings, Inc. director and Chief Executive Officer Nicholas Reyland Liuzza Jr. reported a series of bona fide gifts of the company’s Common Stock to his son. Across three transactions, he transferred a total of 33,093 shares at a reported price of $0.00 per share.

The gifts were 11,750 shares on September 15, 12,343 shares on September 19, and 9,000 shares on September 23. After these transfers, he held 4,163,155 shares directly and 256,809 shares indirectly, including shares held by a trust and by immediate family members deemed indirectly beneficially owned.

Positive

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Negative

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Insider Liuzza Nicholas Reyland JR
Role Chief Executive Officer
Type Security Shares Price Value
Gift Common Stock 9,000 $0.00 --
Gift Common Stock 12,343 $0.00 --
Gift Common Stock 11,750 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 256,809 shares (Indirect, See footnote); Common Stock — 4,163,155 shares (Direct, null)
Footnotes (1)
  1. Represents a bona fide gift of 11,750 shares of common stock of Beeline Holdings, Inc. (the "Issuer") made by the reporting person to his son. Represents a bona fide gift of 12,343 shares of the Issuer's common stock made by the reporting person to his son. Represents a bona fide gift of 9,000 shares of the Issuer's common stock made by the reporting person to his son. Represents (i) shares held by a trust of which the reporting person is trustee and (ii) shares held by members of the reporting person's immediate family which are deemed to be indirectly beneficially owned by the reporting person following the gifts as reported herein. See footnotes (1) through (3).
Total shares gifted 33,093 shares Sum of three bona fide gifts of Common Stock
Gift on September 15 11,750 shares Bona fide gift of Common Stock to son
Gift on September 19 12,343 shares Bona fide gift of Common Stock to son
Gift on September 23 9,000 shares Bona fide gift of Common Stock to son
Direct holdings after transactions 4,163,155 shares Common Stock held directly as of September 15 entry
Indirect holdings after gifts 256,809 shares Indirectly beneficially owned via trust and family members
Price per gifted share $0.00 per share Reported transaction price for all three gifts
bona fide gift financial
"Represents a bona fide gift of 11,750 shares of common stock"
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
indirectly beneficially owned financial
"shares held by members of the reporting person's immediate family which are deemed to be indirectly beneficially owned"
Common Stock financial
"Represents a bona fide gift of 9,000 shares of the Issuer's common stock"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
trustee financial
"shares held by a trust of which the reporting person is trustee"
A trustee is a person or institution legally appointed to hold and manage assets or enforce an agreement on behalf of other people (beneficiaries). Think of a trustee as a neutral referee or custodian who must act in the beneficiaries’ best interests, follow the trust or contract rules, and handle distributions, recordkeeping and enforcement. Investors care because a trustworthy trustee protects their rights, ensures promised payments or remedies are delivered, and can influence recoveries if things go wrong.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Liuzza Nicholas Reyland JR

(Last)(First)(Middle)
188 VALLEY STREET, SUITE 225

(Street)
PROVIDENCE RHODE ISLAND 02909

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Beeline Holdings, Inc. [ BLNE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
06/23/2026
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)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)
CodeVAmount(A) or (D)Price
Common Stock09/15/2025G(1)11,750D$0235,466ISee footnote(4)
Common Stock09/19/2025G(2)12,343D$0247,809ISee footnote(4)
Common Stock09/23/2025G(3)9,000D$0256,809ISee footnote(4)
Common Stock4,163,155D
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 (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)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 (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a bona fide gift of 11,750 shares of common stock of Beeline Holdings, Inc. (the "Issuer") made by the reporting person to his son.
2. Represents a bona fide gift of 12,343 shares of the Issuer's common stock made by the reporting person to his son.
3. Represents a bona fide gift of 9,000 shares of the Issuer's common stock made by the reporting person to his son.
4. Represents (i) shares held by a trust of which the reporting person is trustee and (ii) shares held by members of the reporting person's immediate family which are deemed to be indirectly beneficially owned by the reporting person following the gifts as reported herein. See footnotes (1) through (3).
Remarks:
This amendment only corrects a scrivener's error on the total amount of securities owned directly by the Reporting Person. All other disclosure on the original Form 4 remains the same.
/s/ Nicholas Liuzza Jr.07/02/2026
** Signature of Reporting PersonDate
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Beeline Holdings (BLNE) report in this Form 4/A?

Beeline Holdings reported that CEO and director Nicholas Reyland Liuzza Jr. made three bona fide gifts of Common Stock to his son, totaling 33,093 shares, with a reported price of $0.00 per share for each transaction.

How many Beeline Holdings (BLNE) shares did the CEO gift and on which dates?

Nicholas Reyland Liuzza Jr. gifted 11,750 shares on September 15, 12,343 shares on September 19, and 9,000 shares on September 23, for a total of 33,093 Beeline Holdings Common Stock shares transferred as bona fide gifts.

Were the Beeline Holdings (BLNE) insider transactions sales or gifts?

The reported Beeline Holdings insider transactions were bona fide gifts, not sales. All three entries used transaction code G, indicating gifts of Common Stock to the reporting person’s son, with a stated price of $0.00 per share and no open-market sale activity.

What are Nicholas Reyland Liuzza Jr.’s Beeline Holdings (BLNE) holdings after the gifts?

After the reported gifts, Nicholas Reyland Liuzza Jr. held 4,163,155 Beeline Holdings Common Stock shares directly and 256,809 shares indirectly, including shares held by a trust and by immediate family members that are deemed to be indirectly beneficially owned.

How are the indirect Beeline Holdings (BLNE) shares owned by the CEO structured?

Indirect Beeline Holdings shares attributed to Nicholas Reyland Liuzza Jr. represent shares held by a trust for which he serves as trustee and shares held by immediate family members, which are deemed to be indirectly beneficially owned following the reported gifts to his son.