SEC Form 4 · accession 0001249155-17-000056

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

Aug 10, 2017

Accepted (ET)

Aug 14, 2017 · 5:57 pm EDT

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 Stock^F1,F2	Aug 10, 2017	P	22,222	$4.49	A	97,114	D
Common Stock^F1,F2,F3	Aug 10, 2017	P	22,222	$4.49	A	171,530	I	By Employee Profit Sharing Plan
Common Stock^F1,F2,F4	Aug 10, 2017	P	11,111	$4.49	A	87,744	I	By Irrevocable Trust
Common Stock^F2,F5	holding	—	—		—	42,440	I	By Charitable Remainder Trust

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)^F1	$5.40	Aug 10, 2017	P	22,222	A	Aug 10, 2017	Aug 10, 2022	Common Stock	22,222	22,222	D
Common Stock Purchase Warrants (right to buy)^F1,F3	$5.40	Aug 10, 2017	P	22,222	A	Aug 10, 2017	Aug 10, 2022	Common Stock	22,222	22,222	I
Common Stock Purchase Warrants (right to buy)^F1,F4	$5.40	Aug 10, 2017	P	11,111	A	Aug 10, 2017	Aug 10, 2022	Common Stock	11,111	11,111	I

Explanation of responses

F1The shares reported on Table I and the warrants reported on Table II of this Form 4 were purchased in units, each unit consisting of one share of common stock and one warrant, at a purchase price of $4.50 per unit.
F2Includes an adjustment in the number of shares previously reported to reflect the three-for-one reverse stock split effected by the Issuer as of June 15, 2017.
F3The reporting person is the trustee of the Grover T. Wickersham P.C. Employees' Profit Sharing Plan (the "PSP"), which is the owner of the reported securities. The reporting person disclaims beneficial ownership of the securities owned by the PSP, except to the extent of his pecuniary interest in the PSP. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
F4The reporting person is the trustee of the Lindsay Anne Wickersham 1999 Irrevocable Trust (the "Irrevocable Trust"), which is the owner of the reported securities. The reporting person disclaims beneficial ownership of the securities owned by the Irrevocable Trust. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
F5The reporting person is a joint trustee and beneficiary of the Grover T. and Jill Z. Wickersham 2000 Charitable Remainder Trust (the "CRUT"), which is the owner of the reported securities. The reporting person disclaims beneficial ownership of the securities owned by the CRUT, except to the extent of his pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purposes.