STOCK TITAN

Beeline grants director 50,000 stock units

Beeline director Stephen Michael Romano received 50,000 time- and service-based RSUs under the 2025 equity plan, bringing his direct holdings to 166,463 shares or units.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Beeline Holdings, Inc. (symbol: BLNE) is the issuer of record for a Form 4 filing submitted to the SEC. Romano Stephen Michael reported acquisition or exercise transactions in this Form 4 filing.

Beeline Holdings, Inc. (BLNE) reported that director Stephen Michael Romano received a grant of 50,000 restricted stock units on September 8, 2026. Each unit represents a contingent right to one share of common stock and vests on the earlier of September 8, 2027 or the disbanding of the company’s Special Committee, subject to his continued board service. Following this award, he directly holds 166,463 shares/units. The grant was made at a stated price of $0.00 per unit under Beeline’s Amended and Restated 2025 Equity Incentive Plan and was exempt from Section 16(b) under Rule 16b-3. No Rule 10b5-1 trading plan is reported.

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Insider Romano Stephen Michael
Role Director
Type Security Shares Price Value
Grant/Award Common Stock F1 50,000 $0.00 $0.00
Holdings After Transaction: Common Stock — 166,463 shares (Direct)
Footnotes (1)
  1. F1. Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant 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 Special Committee of the Board of Directors composed of three non-employee directors. The units shall vest on the earlier of (i) September 8, 2027 or (ii) the disbanding of the Issuer's Special Committee of the Board of Directors, subject to continued service on the Board of Directors of the Company on the applicable vesting date. The grant of restricted stock units was made under the Issuer's Amended and Restated 2025 Equity Incentive Plan.
Restricted stock units granted 50,000 units Grant to director Stephen Michael Romano on September 8, 2026
Transaction price per unit $0.00 per unit Reported price for the RSU grant on September 8, 2026
Holdings after transaction 166,463 shares/units Direct ownership of Stephen Michael Romano after the RSU award
RSU vesting date trigger September 8, 2027 Latest vesting date, or earlier upon disbanding of Special Committee
restricted stock units financial
"Represents restricted stock units. Each restricted stock unit represents a contingent"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Section 16(b) regulatory
"The grant was exempt from Section 16(b) of the Securities Exchange Act"
A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.
Rule 16b-3 regulatory
"by virtue of Rule 16b-3 promulgated thereunder, as it was approved"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
Equity Incentive Plan financial
"The grant of restricted stock units was made under the Issuer's Amended"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
Special Committee of the Board of Directors regulatory
"was approved by the Issuer's Special Committee of the Board of Directors"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Beeline Holdings (BLNE) report for Stephen Michael Romano?

Beeline Holdings reported that director Stephen Michael Romano was granted 50,000 restricted stock units of common stock on September 8, 2026, as equity compensation approved by the company’s Special Committee of the Board of Directors.

How many Beeline (BLNE) shares or units does Stephen Michael Romano hold after this grant?

After the September 8, 2026 grant, Stephen Michael Romano directly holds 166,463 shares/units of Beeline Holdings common stock, including the newly granted 50,000 restricted stock units reported in this filing.

What are the vesting terms of the 50,000 RSUs granted by BLNE to Stephen Michael Romano?

The 50,000 restricted stock units vest on the earlier of September 8, 2027 or the disbanding of Beeline’s Special Committee of the Board of Directors, subject to Stephen Michael Romano’s continued service on the company’s Board of Directors on the applicable vesting date.

At what price were the Beeline (BLNE) RSUs granted to Stephen Michael Romano?

The 50,000 restricted stock units granted to Stephen Michael Romano were reported with a transaction price of $0.00 per unit, consistent with a stock-based compensation grant rather than an open-market purchase.

Under which plan were the Beeline (BLNE) RSUs for Stephen Michael Romano granted?

The restricted stock units granted to Stephen Michael Romano were issued under Beeline Holdings’ Amended and Restated 2025 Equity Incentive Plan, as disclosed in the filing’s footnote.

Was the Beeline (BLNE) RSU grant to Stephen Michael Romano exempt under Section 16(b)?

Yes. The filing states the grant was exempt from Section 16(b) of the Securities Exchange Act of 1934 under Rule 16b-3, because it was approved by Beeline’s Special Committee of the Board of Directors composed of three non-employee directors.

Was the Beeline (BLNE) RSU grant to Stephen Michael Romano made under a Rule 10b5-1 trading plan?

No. The document-level box for Rule 10b5-1 plans is shown as false, and the footnote does not mention any trading plan, so no transactions in this filing are reported as made under a Rule 10b5-1 plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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*
Romano Stephen Michael

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026
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)

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 Stock(1)09/08/2026A50,000A$0166,463D
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 restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant 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 Special Committee of the Board of Directors composed of three non-employee directors. The units shall vest on the earlier of (i) September 8, 2027 or (ii) the disbanding of the Issuer's Special Committee of the Board of Directors, subject to continued service on the Board of Directors of the Company on the applicable vesting date. The grant of restricted stock units was made under the Issuer's Amended and Restated 2025 Equity Incentive Plan.
/s/ Stephen Romano09/10/2026
** 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)

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