Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
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Bridgeline Digital, Inc. (Name of Issuer) |
Common Stock, par value $0.001 per share (Title of Class of Securities) |
10807Q700 (CUSIP Number) |
Roger "Ari" Kahn C/O Bridgeline Digital, Inc., 100 Sylvan Road, Suite G700 Woburn, MA, 01801 781-376-5555 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/26/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 10807Q700 |
| 1 |
Name of reporting person
Kahn Roger E. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF, OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
2,171,465.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
16.7 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.001 per share | |
| (b) | Name of Issuer:
Bridgeline Digital, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
100 Sylvan Road, Suite G700, Woburn,
MASSACHUSETTS
, 01801. | |
Item 1 Comment:
This Amendment No. 7 ("Amendment No. 7") amends the statement on Schedule 13D originally filed by Roger "Ari" Kahn with the United States Securities and Exchange Commission (the "SEC") on August 30, 2022, as amended by Amendment No. 1, filed with the SEC on September 20, 2022, Amendment No. 2, filed with the SEC on February 2, 2023, Amendment No. 3, filed with the SEC on March 15, 2023, Amendment No. 4, filed with the SEC on June 21, 2023, Amendment No. 5, filed with the SEC on Septem
ber 19, 2023, and Amendment No. 6, filed with the SEC on August 22, 2024 (collectively, the "Report"). This Amendment No. 7 relates to the issued and outstanding shares of common stock, par value $0.001 per share (the "Common Stock"), of Bridgeline Digital, Inc., a Delaware corporation (the "Issuer"). The principal executive offices of the Issuer are located at 100 Sylvan Road, Suite G700, Woburn, Massachusetts. Information contained in the Report remains effective except to the extent that it is amended, restated, or superseded by the information contained in this Amendment No. 7. All capitalized terms used herein and not otherwise defined in this Amendment No. 7 have the meaning set forth in the Report. | ||
| Item 3. | Source and Amount of Funds or Other Consideration | |
Item 3 of the Report is hereby amended and supplemented by adding the following information: Between September 13, 2024 and August 26, 2025, Mr. Kahn purchased an aggregate of 157,100 shares of Issuer Common Stock through a series of open market purchases of Issuer Common Stock, purchased with Mr. Kahn's personal funds. On January 29, 2025, Mr. Kahn exercised a stock option to purchase 25,000 shares of Issuer Common Stock at an exercise price of $0.81 per share. The exercise price was paid with Mr. Kahn's personal funds. On March 26, 2025, Mr. Kahn purchased 33,334 shares of Issuer Common Stock in a private placement at a price of $1.52 per share, purchased with Mr. Kahn's personal funds. On June 26, 2025, Mr. Kahn received a restricted stock award of 129,788 shares of Issuer Common Stock pursuant to the Issuer's 2016 Equity Incentive Plan (the "2016 Plan"), of which 43,739 shares were withheld by the Issuer to satisfy Mr. Kahn's tax withholding obligations, resulting in a net issuance to Mr. Kahn of 86,049 shares of Issuer Common Stock. | ||
| Item 4. | Purpose of Transaction | |
Item 4 of the Report is hereby amended and supplemented to incorporate by reference the disclosure made under Item 3. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | As of the date of this Amendment No. 7, Mr. Kahn beneficially owns 2,171,465 shares of Issuer Common Stock (comprised of (i) 1,297,333 shares of Issuer Common Stock (including 544 shares owned by Mr. Kahn's spouse), and (ii) options to acquire 874,132 shares of Issuer Common Stock which have vested or which will vest within 60 days of August 28, 2025, which number of shares represents approximately 16.7% of the outstanding Issuer Common Stock based on 12,112,068 shares issued and outstanding as of August 28, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q filed on August 14, 2025. The percentage of ownership reported in this Item 5 was calculated in accordance with Rule 13d-3(d)(1)(i) promulgated under the Securities Exchange Act of 1934, as amended. | |
| (b) | Mr. Kahn may be deemed to have the sole power to vote or direct the vote, or to dispose or direct the disposition, of an aggregate of 2,170,921 shares of Issuer Common Stock. For the purposes hereof, Mr. Kahn may be deemed to beneficially own an aggregate of 544 shares of Issuer Common Stock owned by his spouse. | |
| (c) | Except as described in Item 3, which is hereby incorporated by reference, Mr. Kahn has not effected any transaction in Issuer Common Stock during the past 60 days. | |
| (d) | Not applicable. | |
| (e) | Not applicable. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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