Beeline Holdings (NASDAQ: BLNE) shares August 28, 2025 shareholder letter

Rhea-AI Filing Summary

Beeline Holdings, Inc. filed a current report to inform investors that it issued a letter to shareholders on August 28, 2025. The letter is provided as Exhibit 99.1 and is described under a Regulation FD Disclosure item, which is used to share significant company information broadly with the market. The company states that this shareholder letter, and the related exhibit, are being furnished rather than filed, meaning they are not subject to certain liability provisions and are not automatically incorporated into other SEC filings.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): August 28, 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)

(Zip Code)

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 August 28, 2025, the Company issued a letter to the shareholders, a copy of which is furnished as Exhibit 99.1 of this Current Report on Form 8-K.

The information in this Item 7.01 (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under such section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

				Incorporated by Reference						Filed or Furnished
Exhibit #		Exhibit Description		Form		Date		Number		Herewith
99.1		Letter to the Shareholders dated August 28, 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: August 28, 2025

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

FAQ

What did Beeline Holdings (EAST) report in this 8-K filing?

Beeline Holdings reported that it issued a shareholder letter dated August 28, 2025, which is included as Exhibit 99.1 under a Regulation FD Disclosure item.

What is Exhibit 99.1 in Beeline Holdings' (EAST) 8-K?

Exhibit 99.1 is a Letter to the Shareholders dated August 28, 2025, which the company furnished as part of the current report.

How is the Beeline Holdings (EAST) shareholder letter treated under SEC rules?

The shareholder letter in Item 7.01 and Exhibit 99.1 is furnished, not filed, so it is not subject to Section 18 liability and is not automatically incorporated into other SEC filings.

Which SEC item does Beeline Holdings (EAST) use for this disclosure?

Beeline Holdings uses Item 7.01, Regulation FD Disclosure, indicating the letter is intended as broad, fair disclosure of information to the market.

Who signed the Beeline Holdings (EAST) 8-K related to the shareholder letter?

The report was signed on behalf of Beeline Holdings by Nicholas R. Liuzza, Jr., Chief Executive Officer, on August 28, 2025.

What other exhibit was included with Beeline Holdings' (EAST) 8-K?

The filing also includes Exhibit 104, described as the Cover Page Interactive Data File embedded within the Inline XBRL document.