SEC Form 4 · accession 0001249155-16-000089
Beeline Holdings, Inc. · BLNE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
GLENBROOK CAPITAL LP
10% Owner
Period of report
Nov 25, 2016
Accepted (ET)
Nov 29, 2016 · 4:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001534708
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 25, 2016 | X | 203,846 | $1.30 | A | 855,092 | D | |
| Common StockF1,F2 | Nov 25, 2016 | X | 96,154 | $1.30 | A | 951,246 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Purchase Warrants (right to buy)F3,F5,F1,F4 | $1.30 | Nov 25, 2016 | X | 300,000 | D | Jun 4, 2016 | Jun 4, 2019 | Common Stock | 300,000 | 0 | D |
Explanation of responses
- F1On November 25, 2016, the Issuer temporarily reduced the exercise price of its outstanding warrants from $2.00 ($0.10 prior to the October 18, 2016 reverse stock split) to $1.30, and the warrants were exercised at the reduced exercise price.
- F2The exercise price was paid by forgiveness of indebtedness of $125,000.20 owed by the Issuer to the reporting person pursuant to promissory notes.
- F3Reflects the 20-for-1 reverse stock split effective October 18, 2016.
- F4The warrants contain a blocker than prohibits the reporting person from exercising the warrants if such exercise will result in beneficial ownership by the reporting person and its affiliates of more than 9.99% of the Issuer's outstanding shares. The blocker may only be amended by written consent of both the Issuer and the reporting person. Since the reporting person's beneficial ownership percentage is over 9.99%, the warrants are currently not exercisable, absent a waiver. The blocker was waived by mutual consent of the Issuer and the reporting person as of November 25, 2016.
- F5The warrants were issued for any additional consideration in connection with the purchase by the reporting person of promissory notes.