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Beeline Holdings, Inc.

For the period ended Sep 30, 2025. Filed Nov 14, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 14, 2025

BLNE$0.61+0.5%Stored close · as of Nov 6, 2026
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U. S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30,2025

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to _____________

Commission File Number 001-38182

BEELINE HOLDINGS, INC.

(Name of small business issuer as specified in its charter)

Nevada20-3937596
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)

188 Valley Street, Suite 225

Providence, RI 02909

(Address of principal executive offices, including 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 valueBLNEThe Nasdaq Stock Market LLC
(Title of Each Class)(Trading Symbol)(Name of Each Exchange on Which Registered)

Securities registered pursuant to Section 12(g) of the Act:None

Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 day.Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 if the Exchange Act.

Large accelerated filer ☐Accelerated filer ☐
Non-accelerated filer ☒Smaller reporting company ☒
Emerging growth company ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.Yes☐No☒

As of November 14, 2025,27,755,039 shares of our common stock were outstanding.

**Documents Incorporated by Reference:**None.

BEELINE HOLDINGS, INC.

FORM 10-Q

TABLE OF CONTENTS

Page
PART I— FINANCIAL INFORMATION3
Item 1.Financial Statements3
Consolidated Balance Sheets as of September 30, 2025 (unaudited) and December 31, 20243
Consolidated Statements of Operations and Comprehensive Loss for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)4
Consolidated Statements of Changes In Equity for the Three and Nine Months Ended September 30, 2025 and 2024 (unaudited)5
Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (unaudited)6
Notes to the Consolidated Financial Statements (unaudited)7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations34
Item 3.Quantitative and Qualitative Disclosures About Market Risk47
Item 4Controls and Procedures47
PART II— OTHER INFORMATION48
Item 1Legal Proceedings48
Item 1ARisk Factors48
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds48
Item 3.Defaults Upon Senior Securities48
Item 4.Mine Safety Disclosures48
Item 5.Other Information48
Item 6.Exhibits48
SIGNATURES51
ContentsView on SEC.gov

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