SEC Form 5 · accession 0001249155-17-000015
Beeline Holdings, Inc. · BLNE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Grover T. Wickersham
Officer — Chairman and CEO · Director · 10% Owner
Period of report
Dec 31, 2016
Accepted (ET)
Feb 14, 2017 · 5:40 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001534708
Table I — non-derivative securities
No Table I lines on this filing.
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)F2,F1,F3 | $2.00 | Dec 29, 2016 | J | 40,384 | D | Jun 22, 2016 | Jun 22, 2019 | Common Stock | 40,384 | 25,963 | D |
Explanation of responses
- F1The exercise price of the transferred warrants was $2.00; however, at the time of the assignment, they were subject to a temporary exercise price reduction that reduced the exercise price to $1.30 through December 31, 2016.
- F2The warrants were assigned by the reporting person to an unaffiliated third party for no consideration.
- F3The warrants contain a blocker that prohibits the holder from exercising the warrants if such exercise will result in the beneficial ownership by the holder 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 holder. Once the holder's beneficial ownership percentage, calculated in accordance with Rule 13d-3(i), reaches 9.99%, warrants will not be exercisable until such time as the holder's beneficial ownership percentage falls to 9.99% or below.