Welcome to our dedicated page for Beeline Holdings SEC filings (Ticker: BLNE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Beeline Holdings, Inc. filings document formal disclosures for a Nasdaq-listed digital mortgage lender and title-services provider. Recent 8-K reports cover financial results, Regulation FD press releases, product launches, stakeholder-update communications, strategic relationship disclosures and BeelineEquity-related activity involving fractional residential real estate interests.
The company’s securities filings also describe capital-structure actions, including preferred-stock conversions, warrant exercises, withdrawal of a preferred-stock designation and at-the-market common stock sale arrangements. These records provide disclosure on operating performance, financing methods, common stock issuance, governance events and the company’s evolving mortgage, title and home-equity platform.
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.
Beeline Holdings, Inc. registered up to 5,000,000 shares of common stock for resale by C/M Capital Master Fund under an equity line of credit. These are being registered for the Selling Stockholder’s potential sales; Beeline will not receive proceeds from C/M’s resales. Beeline may receive cash only if it sells shares to C/M under the Purchase Agreement, for which the remaining unsold commitment amount is $12,500,000.
The company previously sold 5,694,515 shares to C/M for total gross proceeds of $7,500,000. A 4.99% beneficial ownership limitation applies to C/M. Beeline’s common stock trades on Nasdaq as BLNE; the last reported price was $3.22 on October 17, 2025. Shares outstanding were 22,790,592 as of October 17, 2025. The company completed a 1-for-10 reverse stock split on March 12, 2025.
The prospectus highlights risks including potential dilution from sales under the equity line, uncertainty in accessing the full commitment, a disclosed going concern risk without sufficient capital, and potential challenges in maintaining Nasdaq listing compliance.
Beeline Holdings, Inc. filed a current report to disclose that on October 16, 2025, it issued a press release and shareholder communication that is furnished as Exhibit 99.1. The material is being provided under Regulation FD, meaning it is intended to share information with all investors at the same time.
The shareholder letter dated October 16, 2025 is classified as furnished, not filed, so it is not subject to certain Exchange Act liabilities and is not automatically incorporated into other securities law filings.
Beeline Holdings (BLNE): CEO, Director, and 10% Owner Nicholas R. Liuzza Jr. reported a conversion of Series G Convertible Preferred Stock into common stock. On 10/10/2025, he acquired 2,333,629 common shares at $1.67 per share under a Code C transaction, which was exempt under Rule 16b-6(b). Following the conversion, he beneficially owned 4,215,177 shares directly and 223,716 shares indirectly via the Nicholas R. Liuzza Jr. Trust - 2020.
Beeline Holdings, Inc. filed a Form 8-K reporting equity-related disclosures and director/officer beneficial ownership figures. The filing lists multiple named individuals (including Nicholas R. Liuzza, Jr. as CEO) with reported share counts such as 5,916,224, 5,895,475, and 6,019,667, and a recurring aggregate figure of 6,020,654 shares shown for several filers. The filing also attaches three exhibits: a Form of Restricted Stock Agreement, a Form of Restricted Stock Unit Agreement, and a Form of Option Agreement. The document is executed by the CEO, indicating formal adoption or disclosure of the equity award documents.
Beeline Holdings, Inc. (BLNE) director Joseph D. Freedman reported stock awards filed on 10/06/2025 reflecting grants made on 10/02/2025. He received 157,971 restricted shares of common stock and 30,000 restricted stock units, both recorded at a $0 transaction price as equity compensation.
The restricted shares include 99,638 shares issued in lieu of cash that are fully vested subject to continued service, plus scheduled vesting for 10,000, 30,000, and 18,333 shares on specified future vesting dates tied to continued director service. The 30,000 restricted stock units vest on the earlier of 8/05/2026 or delivery of a final committee report, subject to continued service.
Beeline Holdings, Inc. (BLNE) reported an insider grant: the Chief Financial Officer received stock options for 235,000 shares with an exercise price of $0.9216. The options were granted on 10/02/2025, expire on 10/02/2035, and become exercisable in equal annual installments over two years starting 05/28/2025, subject to continued service. The filing notes the grant was board‑approved and exempt from Section 16(b) under Rule 16b‑3, and the options were issued under the company’s Amended and Restated 2025 Equity Incentive Plan. Following the grant the reporting person beneficially owns 235,000 underlying shares via direct ownership of the options.
Beeline Holdings, Inc. (BLNE) reported a stock option award to Nicholas Liuzza Jr., who is listed as the company's Chief Executive Officer, a Director, and a 10% owner. The grant consists of 50,000 stock options with an exercise price of $0.9216, exercisable through 10/02/2035.
The filing states the grant was approved by the board and exempt from Section 16(b) under Rule 16b-3. The options vest annually in equal amounts over two years beginning 05/28/2025, subject to continued service. The reporting person signed the Form 4 on 10/06/2025.
Beeline Holdings, Inc. (BLNE) reported a director equity grant on 10/02/2025 in a Form 4 filed by Stephen M. Romano. The filing shows an award of 76,463 shares of restricted common stock granted at a price of $0, leaving Mr. Romano with 76,463 shares owned following the transaction. The grant was approved by the board and made under the company's Amended and Restated 2025 Equity Incentive Plan. Portions of the award vest over time: 10,000 shares vest on 05/28/2026, 30,000 vest in equal annual increments beginning 05/28/2026, 5,666 shares for prior work vest on 05/28/2026, and 30,797 shares issued in lieu of cash for prior work are fully vested subject to continued service as a director and execution of a restricted stock agreement.
Beeline Holdings, Inc. (BLNE) director Joseph Caltabiano reported two grants of restricted equity on 10/02/2025. He received 98,984 shares of restricted common stock and 30,000 restricted stock units, bringing his total reported beneficial ownership to 128,984 shares. The restricted stock grant was approved by the board under the 2025 Equity Incentive Plan and includes mixed vesting: 49,818 shares are fully vested in lieu of cash, 10,000 shares vest on 05/28/2026, 30,000 vest in equal annual increments beginning 05/28/2026, and 9,166 shares vest on 05/28/2026 for prior work, all subject to continued service and a restricted stock agreement. The 30,000 RSUs vest on the earlier of 08/05/2026 or delivery of a final committee report, subject to service and standard RSU terms. Both grants were board-approved and exempt from Section 16(b) under Rule 16b-3.