SEC Form 4 · accession 0001615774-16-007660

Beeline Holdings, Inc. · BLNE

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Grover T Wickersham

Officer — Chairman of the Board · Director · 10% Owner

Period of report

Oct 13, 2016

Accepted (ET)

Oct 18, 2016 · 4:40 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001534708

Table I — non-derivative securities

Security	Date	Code	Shares	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	holding	—	—	—	6,343,099	I	By Employee Profit Sharing Plan
Common Stock	holding	—	—	—	2,195,088	D
Common Stock^F2	holding	—	—	—	4,418,000	I	By Irrevocable Trust
Common Stock^F3	holding	—	—	—	373,328	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
Non-Qualified Option (right to buy)^F5,F4	$0.09	Oct 13, 2016	A	700,000	A	Oct 13, 2016	Oct 13, 2026	Common Stock	700,000	700,000	D
Common Stock Purchase Warrants (right to buy)^F2,F6	$0.10	holding	—	—	—	Jun 22, 2016	Jun 22, 2019	Common Stock	4,000,000	4,000,000	I
Common Stock Purchase Warrants (right to buy)^F6	$0.10	holding	—	—	—	Jun 22, 2016	Jun 22, 2019	Common Stock	2,000,000	2,000,000	D
Common Stock Purchase Warrants (right to buy)^F1,F6	$0.10	holding	—	—	—	Jun 30, 2016	Jun 30, 2019	Common Stock	500,000	500,000	I
Common Stock Purchase Warrants (right to buy)^F3,F6	$0.10	holding	—	—	—	Jun 30, 2016	Jun 30, 2019	Common Stock	500,000	500,000	I
Common Stock Purchase Warrants (right to buy)^F1,F6	$0.10	holding	—	—	—	Jul 11, 2016	Jul 11, 2019	Common Stock	1,200,000	1,200,000	I

Explanation of responses

F1The 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.
F2The 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.
F3The 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 of the reported securities for purposes of Section 16 or for any other purposes.
F4This non-qualified stock option was granted pursuant to the Eastside Distilling, Inc. 2016 Equity Incentive Plan. 100,000 Non-Qualified Options ("Options") vest on the date first listed. An additional 100,000 Options will vest monthly until a total of 700,000 Options have vested.
F5The options were issued pursuant to the Issuer's 2016 Equity Incentive Plan.
F6The warrants contain a blocker that prohibits the holder from exercising the warrants if such exercise will result in 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%, the warrants will not be exercisable until such time as the holder's beneficial ownership percentage falls to 9.99% or below.