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