Douglas Rosenberg - 31 Dec 2025 Form 4 Insider Report for BLUM HOLDINGS, INC. (BLMH)

Role
10%+ Owner
Signature
/s/ Douglas Rosenberg
Issuer symbol
BLMH
Transactions as of
31 Dec 2025
Net transactions value
+$3,068,776
Form type
4
Filing time
27 Jan 2026, 17:07:03 UTC
Previous filing
19 Dec 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
ROSENBERG DOUGLAS 10%+ Owner 11516 DOWNEY AVE, DOWNEY /s/ Douglas Rosenberg 27 Jan 2026 0002102232

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction BLMH Common Stock Options Exercise $3,173,776 +3,238,547 $0.9800 3,238,547 31 Dec 2025 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction BLMH Warrants to Purchase Common Stock Disposed to Issuer $40,000 -75,472 -2.6% $0.5300 2,849,454 31 Dec 2025 Common Stock 75,472 $0.5300 Direct F3
transaction BLMH Warrants to Purchase Common Stock Disposed to Issuer $65,000 -122,642 -4.3% $0.5300 2,726,812 31 Dec 2025 Common Stock 122,642 $0.5300 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On December 31, 2025, Blum Holdings, Inc. ("Blum" or the "Company") entered into a Debt Conversion Agreement with Douglas Rosenberg, a related person under Regulation S-K (the "Investor"), pursuant to which an aggregate of $3,050,000 of principal plus all accrued and unpaid interest through December 31, 2025 under certain unsecured promissory notes previously issued by the Company into shares of the Company's common stock. The applicable unsecured promissory notes were cancelled and satisfied in full with respect to the converted amounts.
F2 The conversion was effected at a fixed conversion price of $0.98 per share, resulting in the issuance of 3,238,547 shares of common stock.
F3 On December 31, 2025, the Company executed and delivered a Senior Secured Promissory Note (the "Note") in the principal amount of $525,000 to the Investor. The Note amends, restates, consolidates, and replaces in their entirety two previously issued and expired promissory notes: (i) the $200,000 unsecured promissory note dated February 25, 2025 (as amended May 7, 2025), and (ii) the $325,000 unsecured promissory note dated April 18, 2025 (as amended May 8, 2025) (collectively, the "Prior Notes"). In connection with the Note, the Company and the Investor entered into a Warrant Cancellation Agreement, pursuant to which the parties mutually agreed to cancel warrants previously issued in connection with the Prior Notes to purchase up to an aggregate of 198,114 shares of the Company's common stock at an exercise price of $0.53 per share.
F4 On December 31, 2025, the Company executed and delivered a Senior Secured Promissory Note (the "Note") in the principal amount of $525,000 to the Investor. The Note amends, restates, consolidates, and replaces in their entirety two previously issued and expired promissory notes: (i) the $200,000 unsecured promissory note dated February 25, 2025 (as amended May 7, 2025), and (ii) the $325,000 unsecured promissory note dated April 18, 2025 (as amended May 8, 2025) (collectively, the "Prior Notes"). In connection with the Note, the Company and the Investor entered into a Warrant Cancellation Agreement, pursuant to which the parties mutually agreed to cancel warrants previously issued in connection with the Prior Notes to purchase up to an aggregate of 198,114 shares of the Company's common stock at an exercise price of $0.53 per share.