BLNE director award: 48,913 vested, 40,000 time‑vested shares

Rhea-AI Filing Summary

Beeline Holdings, Inc. (BLNE) director Eric J. Finnsson received a grant of restricted common stock totaling 88,913 shares on 10/02/2025, of which 48,913 shares are fully vested in lieu of cash for prior work and the remainder are subject to time-based vesting and continued service.

The remaining 40,000 shares vest over specified dates: 10,000 shares vest on 05/28/2026, and 30,000 shares vest in equal annual increments over three years beginning 05/28/2026. The grant was approved by the board and issued under the company's Amended and Restated 2025 Equity Incentive Plan; it was exempt from Section 16(b) under Rule 16b-3 because of board approval. After the grant, Mr. Finnsson beneficially owned 90,901 shares.

Positive

• 48,913 shares are fully vested as compensation in lieu of cash, preserving cash for the issuer
• Grant was board‑approved and issued under the Amended and Restated 2025 Equity Incentive Plan, qualifying for a Rule 16b‑3 exemption
• Time‑based vesting of 40,000 shares aligns director incentives with continued service through 05/28/2026 and beyond

Negative

• The issuance increases the reporting person’s beneficial ownership to 90,901 shares, which may dilute existing shareholders
• A substantial portion (40,000 shares) remains contingent on continued service, creating future share issuance upon vesting

Insights

Corporate Governance Analyst

Director received a mix of immediately vested and time‑vested restricted stock to align service and past work compensation.

The award of 88,913 restricted shares combines 48,913 vested shares paid in lieu of cash for prior services and 40,000 time‑vested shares that require continued board service with specific vesting dates starting 05/28/2026. The grant was approved by the board and issued under the Amended and Restated 2025 Equity Incentive Plan, which makes it eligible for the Rule 16b‑3 exemption.

This structure reduces immediate cash outflow while tying future upside to continued service; key near‑term items to monitor are the 05/28/2026 vesting events and any related filings that disclose additional awards or changes in beneficial ownership.

SEC Form 4

FORM 4

UNITED 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
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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^*

FINNSSON ERIC J.

(Last) (First) (Middle)

C/O EASTSIDE DISTILLING, INC.

2321 NE ARGYLE STREET UNIT D

(Street)

PORTLAND, OR 97211

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Beeline Holdings, Inc. [ BLNE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	10/02/2025		A		88,913	A	$0	90,901	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The grant of the Issuer's restricted common stock was exempt from Section 16(b) of the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder, as it was approved by the Issuer's Board of Directors. The shares of restricted common stock were granted under the Issuer's Amended and Restated 2025 Equity Incentive Plan. The shares of restricted common stock vest as follows: 10,000 shares shall vest on May 28, 2026; 30,000 shares shall vest in equal increments annually over three years with the first vesting date on May 28, 2026; and 48,913 shares in lieu of cash for prior work are fully vested, subject to continued service as a director as of each applicable vesting date and subject to execution of the Issuer's standard Restricted Stock Agreement.

	/s/ Eric Finnsson	10/06/2025
	** Signature of Reporting Person	Date
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.

FAQ

What did Beeline Holdings (BLNE) report on Form 4 filed by Eric J. Finnsson?

The filing reports a grant of 88,913 restricted common shares on 10/02/2025, with 48,913 fully vested and 40,000 subject to future vesting.

How do the restricted shares vest for the BLNE director grant?

10,000 shares vest on 05/28/2026; 30,000 shares vest in equal annual increments over three years beginning on 05/28/2026; 48,913 shares are already vested.

Under what plan were the BLNE restricted shares granted?

The shares were granted under the company's Amended and Restated 2025 Equity Incentive Plan and were board‑approved.

Was the Form 4 transaction exempt from Section 16(b) liability?

Yes. The filing states the grant was exempt from Section 16(b) by operation of Rule 16b‑3 because the award was approved by the board.

What is Eric Finnsson's beneficial ownership after the reported transaction?

Following the reported transaction, the filing shows beneficial ownership of 90,901 shares.