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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 Washington,
D.C. 20549

 FORM

 (Mark
One)

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

 For
the fiscal year ended June 30, 2025

 OR

 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 333-282317

 BLUE
LINE HOLDINGS, INC.

 (Exact
name of Registrant as specified in its Charter)

 Colorado

 99-3114735

 (State
 or other jurisdiction

 of
 incorporation or organization)

 (IRS
 Employer

 Identification
 No.)

 Lakewood Blvd.

 Lynbrook,
 NY

 11563

 (Address
 of principal executive offices)

 (Zip
 Code)

 Registrant's
telephone number, including area code: (516) 776-3349

 Securities
registered pursuant to Section 12(b) of the Act:

 Title
 of each class

 Trading
 Symbol(s)

 Name
 of each exchange on which registered

 None

 N/A

 None

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

by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No

by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes No

by check mark whether the Registrant: (1) has filed all reports required to be filed 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 days. Yes No

by check mark whether the Registrant has submitted electronically 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

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

 Large
 accelerated filer

 Accelerated
 filer

 Non-accelerated
 filer

 Smaller
 reporting company

 Emerging
 growth company

 If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report.

 If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements.

by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based
compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to
§240.10D-1(b).

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

 The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as
of June 30, 2025 was $ 522,000.

 As
of September 25, 2025, there were 10,126,000 shares of the registrant's Common Stock, par value $ 0.001 per share, outstanding.

 DOCUMENTS
INCORPORATED BY REFERENCE

 None.

 TABLE
OF CONTENTS

 Page

 Cautionary
 Notice Regarding Forward-Looking Statements

 Part
 I

 Item

 Business

 Item
 1A

 Risk
 Factors

 Item
 1B

 Unresolved
 Staff Comments

 Item
 1C

 Cybersecurity

 Item

 Properties

 Item

 Legal
 Proceedings

 Item

 Mine
 Safety Disclosure

 Part
 II

 Item

 Market
 for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

 Item

 [Reserved]

 Item

 Management's
 Discussion and Analysis of Financial Condition and Results of Operations

 Item
 7A

 Quantitative
 and Qualitative Disclosures About Market Risk

 Item

 Consolidated
 Financial Statements and Supplementary Data

 Item

 Changes
 in and Disagreements with Accountants on Accounting and Financial Disclosure

 Item
 9A

 Controls
 and Procedures

 Item
 9B

 Other
 Information

 Item
 9C

 Disclosures
 Regarding Foreign Jurisdictions that Prevent Inspections

 Part
 III

 Item

 Directors,
 Executive Officers and Corporate Governance

 Item

 Executive
 Compensation

 Item

 Security
 Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item

 Certain
 Relationships and Related Transactions and Director Independence

 Item

 Principal
 Accountant Fees and Services

 Part
 IV

 Item

 Exhibit
 and Financial Statement Schedules

 Item

 Form
 10-K Summary

 Signatures

 CAUTIONARY
NOTE REGARDING FORWARD-LOOKING STATEMENTS

 Certain
statements in this report are forward-looking statements. Actual results could differ materially from those contemplated by the forward-looking
statements as a result of certain factors, including those set forth in the section entitled "Risk Factors" in Item 2 of
this report. Since we are a development stage company as defined under Regulation S-K, Item 10,
and have not generated revenues to date, our business is subject to numerous contingencies and risk factors beyond our control, including
development risks, competition from well-funded competitors, and its ability to manage growth.

 You
should read this Report and the documents that we incorporate by reference in this Report completely and with the understanding that
our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these
cautionary statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements
contained herein, whether as a result of any new information, future events, changed circumstances or otherwise.

 PART
I

 ITEM 1.

 BUSINESS

 Corporate
History

 We
were formed as a Colorado corporation on May 16, 2024. At present we plan to secure licensing agreements for the sale of functional beverages
with key industry players and acquire assets that complement our core business and drive growth. We may also seek to obtain licensing
agreements for products outside of the functional beverage market. As of the date of this 10-K, we were in the development stage and
had one licensing agreement giving us the right to sell flavored water in France.

 Industry
Overview

 The
global flavored water market was estimated to be US $16 billion in 2022, increasing at a 10% CAGR from 2023 to 2033. By 2031, the
flavored water industry is predicted to be valued at US $37.65 billion (Straits Research, March 2024). The market is expected to
remain positive in the forthcoming years.

 The
increasing preference for flavored, healthy, and functional
drinks has been boosting the growth of the market across the globe. Consumers are showing interest
in exploring innovative beverages infused with fruits, herbs, other healthy ingredients. The market witnessed rapid growth during the
COVID-19 pandemic due to the increased health concerns, which augmented the demand for flavored hydration products enriched with the
benefits of minerals and vitamins, especially among health-conscious consumers with mid-to high-income levels.

 Consumers,
especially millennials and Gen Z, in the developed economies, such as the U.S., are spending more on flavored water. The trend of zero-calorie,
zero-sugar, and low-carb content soft drinks is rising across the globe, which is also boosting the market growth. Citrus and berry flavors
are gaining traction among consumers due to their refreshing tastes. The natural flavors are gaining traction due to their health benefits
and refreshing tastes.

 As
a result, producers have been launching beverages with such flavors that help improve physical and mental health. Over the past few years,
consumer preference is shifting from sugary carbonated soft drinks to healthy drinks. Moreover, the continuous introduction of new flavors,
innovative packaging, and incorporation of functional ingredients have helped in shaping and boosting the global market. Companies are
adding vitamins and minerals to their drinks to attract modern consumers.

 With
the growing awareness regarding sustainability and the environment among consumers, industry players are increasingly offering flavored
waters in sustainable packaging. Several brands offer their drinks in aluminum cans to appeal to environmentally conscious consumers.
Furthermore, consumers are looking for drinks that are sourced and produced sustainably. This trend has been creating growth opportunities
for the market players.

 The
supermarkets and hypermarkets segment have accounted for the largest revenue share and will grow further at a steady CAGR from 2023 to
2028. A large number of consumers prefer buying bottled water from supermarkets & hypermarkets due to the shopping experience. Services,
such as home delivery and click & collect, at several supermarkets have also been attracting consumers. Walmart, Carrefour, Woolworths,
Magnit and Edeka are among the leading supermarket chains across the globe.

 Convenience
stores are also a prominent distribution channel for the market. With the growing number of convenience stores, product sales through
this distribution channel have been rising significantly over the years. The online distribution channel segment is expected to register
the fastest CAGR during the next three years. The provision of competitive pricing and hassle-free home delivery are driving the growth
of this sales channel. Furthermore, the high penetration of the Internet across the globe is expected to boost product sales via online
platforms over the coming years.

 The
still (not sparkling) product segment is expected to register the fastest CAGR during forecast years. The availability of a wide range
of still water products that are enriched with minerals, antioxidants, vitamins, and caffeine is estimated to boost the segment growth
in the years to come. Furthermore, the perception about sparkling drinks that they cause low bone mineral density and tooth decay has
been encouraging many consumers to shift towards still alternatives.

 The
increasing availability of the still variants infused with various fruits, such as watermelon, blueberry, blackberry, lemon, mango, pomegranate,
and mandarin orange, is boosting the consumption of the products.

 North
America accounted for the largest revenue share of flavored water in 2023 and will expand further at a steady CAGR from 2024 to 2028
due to the rising product consumption as a healthy alternative to other carbonated drinks. Several popular brands, such as bubbly, AHA,
Talking Rain, Nestl Pure Life, Perrier, Schweppes, and LaCroix, offer a wide range of products in the region. Thus, the increased
accessibility of the product has been boosting product adoption in the region.

 Europe
holds a significant share of the global market. Natural flavored and naturally carbonated waters with high levels of minerals make it
more appealing to health-conscious consumers. The flavors added to the drinks are often obtained from natural fruit extracts. The product
sales are strong in several countries, such as Germany, the U.K., Italy, Spain, and France, where the product is often served with meals
in restaurants.

 Asia
Pacific is estimated to be the fastest-growing regional market from 2023 to 2028. Increasing consumer preference for the product, coupled
with the expansion of quick-service and full-service restaurants, is likely to create a positive outlook for the market in the region.
The rising consumer awareness about the benefits of following a healthy lifestyle has fueled the demand for healthy foods and beverages,
which, in turn, will support the regional market growth.

 Furthermore,
the surge in disposable income of consumers has changed their food and beverage consumption patterns globally. Consumers are highly inclined
toward the consumption of healthy foods and beverages and limiting the intake of sugary drinks that have adverse health effects. Many
restaurants and bars have been serving the product, resulting in an optimistic outlook for the growth of flavored water over the forecast
period.

 The
key players have been implementing various expansion strategies, such as mergers & acquisitions and new product launches, to strengthen
their market share. Some of the key players operating in the global flavored water market include:

 Nestl

 Talking
 Rain

 PepsiCo,
 Inc.

 The
 Coca-Cola Company

 Hint,
 Inc.

 Spindrift

 National
 Beverage Corp.

 Sanpellegrino
 S.P.A.

 KeurigDr
 Pepper, Inc.

 Saratoga
 Spring Water Company

 VitaCoco

 Sale
of CocoLove Water

 In
July, 2024 we signed an agreement with Monarch Media which gave us the exclusive license to distribute CocoLove water in France. CocoLove
water, manufactured by Monarch Media, is a coconut flavored water and is 100% organic with no sugar added and no artificial flavors or
colors added. CocoLove water uses no plastic or tetra packaging and is in a can for upcycling and recycling purposes. As of the date
of this 10-K, CocoLove water was available for sale in approximately 2,000 retail outlets in the United States. We plan to buy CocoLove
water from Monarch Media and Monarch Media will ship CocoLove water from its bottling plant to locations designated by us.

 Our
license to sell CocoLove water is exclusive subject to Monarch Media's right to sell CocoLove water in France using its own sales
channels. Monarch Media has no obligation to compensate us if it uses its own sales channels to sell CocoLove water in France.

 In
consideration for the license, we:

 issued Monarch Media 200,000 shares of
 our restricted common stock; and

 agreed to pay Monarch Media each year a
 royalty of:

 10%
 of the net sales of CocoLove water between US $100,000 and US $500,000;

 7%
 of the net sales of CocoLove water between US $500,000 and US $1,000,000; and

 4%
 of the net sales of CocoLove water greater than US $1,000,000;

 No
royalty will be due on net sales of CocoLove water in any calendar year less than $100,000.

 Monarch
Media may terminate our license in the event that annual royalties paid by us to Monarch Media are not at least $5,000 within each twelve
month period beginning August, 2025

 We
will market CocoLove water in France by:

 Social
 media, targeting young, urban professions seeking alternatives to plain water;

 Various
 media channels;

 Promotions
 in colleges and universities; and

 In-store
 promotions.

 We
will distribute CocoLove water to our customers in France through:

 Grocery
 stores, convenience stores and restaurants;

 Vending
 machines; and

 Local
 Distributors.

 We
estimate we will be required to spend approximately $100,000 during the next twelve months to market and distribute CocoLove water in
France. We plan to initially target distributors and resellers due to our limited capital resources. The use of distributers and resellers
would limit our exposure to inventory and the cost of warehouse space.

 CocoLove
water uses no plastic or tetra packaging and is always in a can for upcycling and recycling purposes. Although we have performed preliminary
research into French distributors and retailers, as of the date of this 10-K, we have not begun any marketing or distribution efforts.

 Seasonality

 Sales
of flavored water are seasonal, with the highest sales volumes typically occurring in the second and third calendar quarters, which correspond
to the warmer months of the year. Conversely, the first quarter often records the lowest sales figures.

 Competition

 CocoLove
water will compete with other coconut water companies and all categories of non-alcoholic liquid refreshments. The liquid refreshment
markets are highly competitive, and include international, national, regional and local producers and distributors. All of our competitors
have greater marketing and financial resources than we will have.

 Item
 1A.

 Risk
 Factors

 We
have a limited operating history, and may never be profitable.

 Since
we have only limited operations and have an unproven business plan, it is difficult for potential investors to evaluate our business.
There can be no assurance that we will be profitable or that our securities will have any value.

 Any
forecasts we make concerning our operations may prove to be inaccurate. Our prospects must be considered in light of the risks, expenses,
and difficulties frequently encountered by companies in the early stage of development.

 We
need additional capital to implement our business plan.

 We
will need to obtain additional capital to implement our business plan from the sale of our securities, through loans from third parties,
or from the sale of CocoLove water. We do not know what
the terms of any future capital raising may be but any future sale of our equity securities will dilute the ownership of our existing
stockholders, may be at prices substantially below the market price of our common stock and may cause the market price of common stock
to decline, should a market for our common stock develop in the future. Our failure to obtain the capital which we require may result
in the slower implementation of our business plan.

 The
Company's license to sell CocoLove water is not exclusive.

 The
Company's license with Monarch Media to sell CocoLove water in France provides that Monarch Media may sell CocoLove water in France
using its own sales channels with no obligation to compensate the Company. Although, to the Company's knowledge, Monarch Media
is not selling CocoLove water in France, if Monarch Media later decides to sell CocoLove water in France, Monarch Media's efforts
at present may result in the Company's loss of sales.

 Conducting
business in France exposes us to uncertain conditions and other risks.

 We
do not have any experience operating in France and it may be costly to promote CocoLove water in France. We face substantial risks associated
with the sale of CocoLove water, including economic or political instability in France; fluctuations in foreign currency exchange rates;
restrictions on or costs relating to the repatriation of foreign profits to the U.S., including possible taxes or withholding obligations
on any repatriations; and tariffs or trade restrictions. Also, the distribution and sale of products outside of the U.S. are subject
to risks relating to appropriate compliance with legal and regulatory requirements in local jurisdictions and potentially adverse tax
consequences.

 We
rely on our management team and other key personnel.

 We
depend on the skills, experience, relationships, and continued services of key personnel, including our management team. In addition,
our ability to achieve our operating goals also depends on our ability to recruit, train, and retain qualified individuals. We compete
with other companies both within and outside of our industry for talented personnel, and we may lose key personnel or fail to attract
and retain additional talented personnel. Any such loss or failure could have a material adverse effect on our business, financial condition,
results of operations, and cash flows.

 At
present, we anticipate we will derive all of our revenues from sale of CocoLove water, and competitive pressure in the functional beverage
product category could adversely affect our business and operating results.

 The
functional beverage product industry is highly competitive. The principal areas of competition are pricing, packaging, distribution channel
penetration, development of new products and flavors and marketing campaigns. Our products compete with a wide range of beverages produced
by a relatively large number of manufacturers, many of which have substantially greater financial, marketing and distribution resources
and name recognition than we do.

 The
increasing number of competitive products and limited amount of shelf space, including in coolers, in retail stores may adversely impact
our ability to gain or maintain our share of sales in the marketplace. In addition, certain actions of our competitors, including unsubstantiated
or misleading claims, false advertising claims and tortious interference in our business, as well as competitors selling misbranded products,
could impact our sales. Competitive pressures in the functional beverage category as well as competition from the supplement category
could impact our revenues, cause price erosion or lower market share, any of which could have a material adverse effect on our business,
financial condition, results of operations, and cash flows.

 The
following may limit the growth of the flavored water market.

 Bottled
flavored water contributes to plastic waste, raising concerns about the environment. The growing emphasis on sustainability, as well
as increased awareness of plastic pollution, might influence consumer choices and urge them to choose environment-friendly options.

 Due
to worries about artificial flavors, sweeteners, and additives, some consumers view flavored water to be less healthy or natural than
plain water. This notion may discourage health-conscious consumers from seeking out flavored water.

 Flavored
water is frequently more expensive than plain water, which can limit its uptake, particularly in price-sensitive markets. Consumers may
be hesitant to spend more for flavored water when they may flavor ordinary water for less money or choose other less expensive beverage
options.

 As
of the date of this 10-K there was no market for our common stock.

 As
a result, you may be unable to sell your shares of our common stock.

 Going
Concern

 We
identified conditions and events that raise substantial doubt about our ability to continue as a going concern. Primarily as a result
of our expected continued future losses, management has identified conditions and events that raise substantial doubt about our ability
to continue as a going concern. Our ability to continue as a going concern is contingent upon, among other factors, obtaining additional
financing. In addition, in their report on our financial statements, our independent public accounting firm has included an explanatory
paragraph concerning our ability to continue as a going concern.

 Our
Directors have the authority, without stockholder approval, to issue preferred stock with terms that may not be beneficial to common
stockholders and with the ability to affect adversely stockholder voting power and perpetuate control.

 Our
Articles of Incorporation allows our Directors to issue shares of preferred stock without any vote or further action by our stockholders.
Joseph Henn, as our sole director, has the authority to fix and determine the relative rights and preferences of any preferred stock
we may issue. As a result, Mr. Henn could authorize the issuance of a series of preferred stock that would grant to holders multiple
votes per share, the preferred right to our assets upon liquidation, the right to receive dividend payments before dividends are distributed
to the holders of common stock and the right to the redemption of the shares, together with a premium, prior to the redemption of our
common stock. The issuance of preferred stock with these rights may make the removal of management difficult even if the removal would
be considered beneficial to shareholders generally, and will have the effect of limiting shareholder participation in transactions such
as mergers or tender offers if these transactions are not favored by our management.

 We
do not expect to pay cash dividends on our common stock in the foreseeable future.

 We
have never paid cash dividends on our common stock. We do not expect to pay cash dividends on our common stock at any time in the foreseeable
future. The future payment of dividends on our common stock directly depends upon our future earnings, capital requirements, financial
requirements and other factors that our Directors will consider. Since we do not anticipate paying cash dividends on our common stock,
return on your investment, if any, will depend solely on an increase, if any, in the value of our common stock.

 Disclosure
requirements pertaining to penny stocks may reduce the level of trading activity for our common stock if and when it is publicly-traded.

 T rades
of t he Company's common stock, should a market ever develop, may be subject to Rule
15g-9 of the Securities and Exchange Commission, which rule imposes certain requirements on broker/dealers who sell securities subject
to the rule to persons other than established customers and accredited investors. For transactions covered by the rule, brokers/dealers
must make a special suitability determination for purchasers of the securities and receive the purchaser's written agreement to
the transaction prior to sale. The Securities and Exchange Commission also has rules that regulate broker/dealer practices in connection
with transactions in "penny stocks". Penny stocks generally are equity securities with a price of less than $5.00 (other
than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume
information with respect to transactions in that security is provided by the exchange or system). The penny stock rules require a broker/
dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document
prepared by the Commission that provides information about penny stocks and the nature and level of risks in the penny stock market.
The broker/dealer also must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker/dealer
and its salesperson in the transaction, and monthly account statements showing the market value of each penny stock held in the customer's
account. The bid and offer quotations, and the broker/dealer and salesperson compensation information, must be given to the customer
orally or in writing prior to effecting the transaction and must be given to the customer in writing before or with the customer's
confirmation.

 You
may have difficulty depositing your shares with a broker, if a market for our common stock ever develops, or selling shares of our common
stock.

 Many
securities brokers will not accept securities for deposits and will not sell securities which:

 are
 considered penny stocks or

 trade
 in the over-the-counter market

 Further,
for a securities broker which will, under certain circumstances, sell securities which fall under any or all of the categories listed
above, the customer, before the securities broker will accept the shares for deposit, must often complete a questionnaire detailing how
the customer acquired the shares, provide the securities broker with an opinion of an attorney concerning the ability of the shares to
be sold in the public market, and pay a "legal review" fee which in some cases can exceed $1,000.

 For
these reasons, investors may have difficulty selling shares of our common stock.

 Risks
associated with being an emerging growth company

 As
long as we remain an Emerging Growth Company, we may take advantage of certain exemptions from various reporting and regulatory requirements
that are applicable to other public companies that are not emerging growth companies. We cannot predict if investors will find our common
stock less attractive if we choose to rely on these exemptions. If some investors find our common stock less attractive as a result of
any choices to reduce future disclosure, there may be a less active trading market for our common stock and our stock price may be more
volatile.

 ITEM
 1B.

 UNRESOLVED
 STAFF COMMENTS

 Not
applicable.

 ITEM
 1C.

 CYBERSECURITY

 We
have not yet established or adopted policies and processes for assessing, identifying, and managing material risk from cybersecurity
threats. During the year ended June 30, 2025, we have not identified an indication of a cybersecurity incident that would have a material
impact on our business and consolidated financial statements.

 ITEM

 PROPERTIES

 In
July, 2024 we signed an agreement with Monarch Media which gave us the exclusive license to distribute CocoLove water in France.

 ITEM
 3.

 LEGAL PROCEEDINGS

 None.

 ITEM
 4.

 MINE SAFETY DISCLOSURES

 None.

 ITEM
 5.

 MARKET
 FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

 Market
Information

 Our
common stock is not quoted on any market as of the date of this 10-K.

 Holders
of Common Stock

 As
of June 30, 2025, there were 40 record owners of our common stock.

 Unregistered
Sales of Equity Securities

the fiscal year ended June 30, 2025, the Company sold 2,576,000 unregistered shares of common stock for gross cash proceeds of $55,100.
During the fiscal year ended June 30, 2025, the Company issued 200,000 unregistered shares of common stock in partial consideration for
the License Agreement to sell CocoLove water in France. The Company relied upon the exemptions provided by Section 4(a)(2) of the Securities
Act of 1933 and Rule 506(b) and Regulation S of the Securities and Exchange Commission with respect to the sale and issuance of these
shares. The individuals who acquired these shares were sophisticated investors and were provided full information regarding the Company's
business and operations. There was no general solicitation in connection with the offer or sale of these securities. The individuals
who acquired these shares acquired them for their own accounts. The certificates representing these shares will bear a restricted legend
which provides they cannot be sold except pursuant to an effective registration statement or an exemption from registration. No commission
or other form of remuneration was given to any person in connection with the sale of these shares.

 Dividends

 The
Company has not paid any dividends and does not anticipate paying any cash dividends on its common stock in the foreseeable future. We
currently intend to retain all future earnings, if any, to fund the growth of our business.

 Repurchase
of Securities

the fiscal year ended June 30, 2025, we did not repurchase any of our securities.

 ITEM
 6.

 [RESERVED]

 ITEM
 7.

 MANAGEMENT'S
 DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 For
purposes of this section, "Blue Line", the "Company", "we", or "our" refer to Blue Line
Holdings, Inc., unless the context otherwise requires. Certain figures have been rounded for ease of presentation and may not sum due
to rounding.

 Overview
and Planned Activities

 We
were formed as a Colorado corporation on May 16, 2024. At present we plan to secure licensing agreements for the sale of functional beverages
with key industry players and acquire assets that complement our core business and drive growth. We may also seek to obtain licensing
agreements for products outside of the functional beverage market. As of the date of this 10-K, we were in the development stage and
had one licensing agreement giving us the right to sell flavored water in France.

 Results
of Operations

 Since
we were incorporated on May 16, 2024, we have had limited historical operating results and no meaningful comparative financial results.

 Year
Ended June 30, 2025

 For
the year ended June 30, 2025, we experienced a net loss of $106,125. The loss was attributable to $76,997 in professional fees primarily
related to our Form S-1 registration statement and $20,000 related to the licensing agreement for the CocoLove water.

 Liquidity
and Capital Resources

 As
of June 30, 2025, we had cash of $8,816 which we obtained from the private sales of our common stock. This compares with cash of $17,594
as at June 30, 2024. Cash used in operating activities totaled $83,878 during the year ended June 30, 2025 which was primarily used to
fund operating expenses related to our business and Form S-1 registration statement. Cash provided by financing activity was $75,100
during the year ended June 30, 2025 related to funds raised in furtherance of our business plan. We will be required to raise capital
or take other measures to fund future development. We expect to incur further losses as we are at the start-up stage. We do not have
any firm commitments from any person to provide us with any capital.

 Trends

 The
factors that will most significantly affect our future operating results, liquidity and capital resources will be:

 Our
 ability to secure and generate revenue from licensing agreements; and

 Access
 to capital through future sale of our common shares or debt.

 Other
than the foregoing, we do not know of any trends, events or uncertainties that have had, or are reasonably expected to have, a material
impact on:

 revenues
 or expenses;

 any
 material increase or decrease in liquidity; or

 expected
 sources and uses of cash.

 Capital
requirements

 Our
projected requirements for the twelve months ending September 30, 2026 are as follows:

 Description

 Amount

 Sales and marketing for CocoLove

 $
 100,000

 Obtaining new licenses for the distribution
 of products

 $
 50,000

 We
will need additional capital to fund our projected capital requirements.

 Significant
Accounting Policies

 See
Note 2 to financial statements included as part of this Annual Report for a discussion of our significant accounting policies. As of
June 30, 2025 we did not have any critical accounting policies.

 Off-Balance
Sheet Arrangements

 As
of June 30, 2025, we did not have any off-balance sheet arrangements.

 ITEM 7A.

 QUANTITATIVE AND QUALITATIVE DISCLOSURE
 ABOUT MARKET RISK

 Not
applicable for smaller reporting companies.

 ITEM
 8.

 FINANCIAL
 STATEMENTS AND SUPPLEMENTARY DATA

 Blue
line holdings, inc.

 Financial
Statements

 Table
of Contents

 Page

 Report
 of Independent Registered Public Accounting Firm

 Financial
 Statements

 Balance
 Sheet

 of Operations

 of Stockholders' Equity

 of Cash Flows

 Notes

 Report
of Independent Registered Public Accounting Firm

 To
the Board of Directors and Stockholders of Blue Line Holdings, Inc.

 Opinion
on the Financial Statements

 We
have audited the accompanying balance sheets of Blue Line Holdings, Inc. (the "Company") as of June 30, 2025 and 2024, the
related statements of operations, stockholders' equity (deficit), and cash flows for the year ended June 30, 2025, and for the
period from May 16, 2024 (date formation) to June 30, 2024, and the related notes (collectively referred to as the "financial statements").
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30,
2025 and 2024, and the results of its operations and its cash flows for the year ended June 30, 2025 and for the period from May 16,
2024 (date formation) to June 30, 2024,, in conformity with accounting principles generally accepted in the United States.

 Substantial
Doubt about the Company's Ability to Continue as a Going Concern

 The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note
2 to the financial statements, the Company's significant operating losses raise substantial doubt about its ability to continue
as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 Basis
for Opinion

 These
financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's
financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company
is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit,
we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion
on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

 Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits
provide a reasonable basis for our opinion.

 Critical
Audit Matters

 The
critical audit matter communicated below is a matter arising from the current period audit of the financial statements that were communicated
or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial
statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters
does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the
critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which it relates.
The critical audit matters are not required for audits of non-accelerated filers. Accordingly, no critical audit matters were determined.

 /s/
 BCRG Group

 BCRG
Group (PCAOB ID 7158)

 We
have served as the Company's auditor since 2024.

 Irvine,
CA

 September
25, 2025

 F- 1

 PART
I FINANCIAL INFORMATION

 Item
1. Financial Statements

 Blue

 Balance
Sheets

 June
 30, 2025

 June
 30, 2024

 ASSETS

 CURRENT
 ASSETS

 Cash

 $
 8,816

 17,594

 Prepaids

 11,500

 7,125

 Total
 Current Assets

 20,316

 24,719

 TOTAL
 ASSETS

 $
 20,316

 24,719

 LIABILITIES AND STOCKHOLDERS'
 EQUITY

 CURRENT
 LIABILITIES

 Accounts
 payable and accrued liabilities

 $
 32,622

 6,000

 Total
 Current Liabilities

 32,622

 6,000

 TOTAL
 LIABILITIES

 32,622

 6,000

 STOCKHOLDERS'
 EQUITY

 Preferred stock, $ 0.001
 par value, 20,000,000 shares authorized, none issued and outstanding

 —

 —

 Common stock, $ 0.001 par
 value, 100,000,000 shares authorized; 10,126,000 and 7,350,000 shares issued and outstanding

 7,350

 Additional paid-in capital

 Accumulated
 deficit

 ( 115,006
)

)

 Total
 Stockholders' Equity

 ( 12,306
)

 18,719

 TOTAL
 LIABILITIES AND STOCKHOLDERS' EQUITY

 $
 20,316

 24,719

 The
accompanying notes are an integral part of these financial statements.

 F- 2

 Blue

of Operations

 June
 30, 2025

 May
 16, 2024 (date of formation)
 to
 June 30, 2024

 REVENUES

 $
 —

 $
 —

 OPERATING EXPENSES:

 Professional
 fees

 76,997

 8,875

 Transfer agent and filing
 fees

 6,100

 —

 General and administrative

 1,028

 Licensing fee

 20,000

 —

 Management
 fees

 2,000

 —

 TOTAL
 OPERATING EXPENSES

 106,125

 8,881

 LOSS
 FROM OPERATIONS BEFORE INCOME TAXES

 ( 106,125
)

)

 INCOME
 TAXES

 —

 —

 NET
 LOSS

 $
 ( 106,125
)

 $
)

 NET LOSS PER COMMON SHARE,
 BASIC AND DILUTED

 $
 ( 0.11
)

 $
 ( 0.00
)

 WEIGHTED
 AVERAGE NUMBER OF COMMON STOCK SHARES OUTSTANDING, BASIC AND DILUTED

 9,817,005

 2,276,667

 The
accompanying notes are an integral part of these financial statements.

 F- 3

 Blue

 Statements
of Stockholders' Equity (Deficit)

 Shares

 Amount

 Capital

 Deficit

 Equity

 Common
 Stock

 Additional
 Paid-in

 Accumulated

 Total
 Stockholders'

 Shares

 Amount

 Capital

 Deficit

 Equity

 Balance, May 16, 2024 (date of formation)

 —

 $
 —

 $
 —

 $
 —

 $
 —

 Common stock issued for cash at
 $ 0.001 per share

 5,100

 —

 —

 5,100

 Common stock issued for cash

 5,100

 —

 —

 5,100

 Common stock issued for cash at $ 0.01 per share

 2,250,000

 2,250

 —

 22,500

 —

 —

 —

)

)

 Balance, June 30, 2024

 7,350,000

 7,350

)

 18,719

 Common stock issued for cash at $ 0.01 per share

 2,250,000

 2,250

 —

 22,500

 Common stock issued for license at $ 0.10 per
 share

 200,000

 19,800

 —

 20,000

 Common stock issued for cash at $ 0.10 per share

 80,000

 7,920

 —

 8,000

 —

 —

 —

 ( 51,886
)

 ( 51,886
)

 Balance, September 30, 2024

 9,880,000

 9,880

 68,220

 ( 60,767
)

 17,333

 Common stock issued for cash at $ 0.10 per share

 40,000

 3,960

 —

 4,000

 —

 —

 —

 ( 20,930
)

 ( 20,930
)

 Balance, December 31, 2024

 9,920,000

 9,920

 72,180

 ( 81,697
)

 Common stock issued for cash at $ 0.10 per share

 206,000

 20,394

 —

 20,600

 —

 —

 —

 ( 9,902
)

 ( 9,902
)

 Balance, March 31, 2025

 10,126,000

 ( 91,599
)

 11,101

 Balance

 10,126,000

 ( 91,599
)

 11,101

 —

 —

 —

 ( 23,407
)

 ( 23,407
)

 Balance, June 30, 2025

 10,126,000

 ( 115,006
)

 ( 12,306
)

 Balance

 10,126,000

 ( 115,006
)

 ( 12,306
)

 The
accompanying notes are an integral part of these financial statements.

 F- 4

 Blue

of Cash Flows

 June
 30, 2025

 May
 16, 2024

(date of formation)

 to June 30, 2024

 CASH FLOWS FROM OPERATING
 ACTIVITIES:

 $
 ( 106,125
)

)

 Changes in assets and liabilities:

 Prepaid expense

 ( 4,375
)

 ( 7,125
)

 Accounts
 payable and accrued liabilities

 26,622

 6,000

 Net
 cash used by operating activities

 ( 83,878
)

 ( 10,006
)

 CASH FLOWS FROM FINANCING
 ACTIVITIES:

 from sale of common stock

 75,100

 27,600

 Net
 cash provided by financing activities

 75,100

 27,600

 (DECREASE) INCREASE IN CASH
 AND CASH EQUIVALENTS

 ( 8,778
)

 17,594

 Cash, beginning of period

 17,594

 —

 Cash, end of period

 $
 8,816

 17,594

 SUPPLEMENTAL CASHFLOW INFORMATION

 Interest paid

 $
 —

 —

 Income taxes paid

 $
 —

 —

 The
accompanying notes are an integral part of these financial statements.

 F- 5

 Blue

 Notes

 1.

 NATURE
 OF OPERATIONS

 Blue
Line Holdings, Inc., (the "Company") is an industrial Company looking to introduce its licensed product in the European market.
The Company was incorporated on May 16, 2024 in Colorado.

 2.

 SUMMARY
 OF SIGNIFICANT ACCOUNTING POLICIES

 Going
Concern

 As
shown in the accompanying financial statements, the Company has incurred cumulative operating losses since the date of formation, May
16, 2024. As of June 30, 2025, the Company has limited financial resources with which to achieve its objectives and attain profitability
and positive cash flows from operations. As shown in the accompanying balance sheets, the Company has an accumulated deficit of $ 115,006
as of June 30, 2025 (2024 - $ 8,881).

 Achievement
of the Company's objectives will depend on its ability to obtain additional financing to generate revenue from current and planned
business operations.

 The
Company plans to fund its future operations by sales of its common stock or by issuing debt securities. However, there is no assurance
that the Company will be able to achieve these objectives, therefore there is substantial doubt about the Company's ability to
continue as a going concern exists.

 Basis
of Presentation

 The
accompanying financial statements have been prepared using the accrual basis of accounting in accordance with generally accepted accounting
principles ("GAAP") promulgated in the United States of America.

 Use
of Estimates and Assumptions

 The
preparation of the financial statements in conformity with the GAAP requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements
and the reported amounts of revenues and expenses during the reporting periods. Actual results could materially differ from those estimates.

 Cash
and Cash Equivalents

 Cash
equivalents are comprised of certain highly liquid investments with maturities of three months or less when purchased. The Company maintains
its cash in bank deposit accounts, which at times, may exceed federally insured limits. As of June 30, 2025, the Company's cash
position did not exceed federally insured limits.

 Revenue
Recognition

 The
Company recognizes revenue in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with
Customers. The Company is currently a pre-revenue company but expects to generate revenue in the future.

 F- 6

 Blue

 Notes

 2.

 SUMMARY
 OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 Segment
Reporting

 Accounting
Standards Codification ("ASC") 280, "Segment Reporting," requires public companies to report financial and descriptive
information about their reportable operating segments. The Company has one reportable operating segment, the sale of flavored water.
The segment information aligns with how the Company's Chief Operating Decision Maker ("CODM") reviews and manages the
Company. The Company's CODM is the Company's Chief Executive Officer.

 Financial
information and annual operating plans and forecasts are prepared and reviewed by the CODM. The CODM assesses performance for the sale
of flavored water and decides how to better allocate resources based on operating results. The Company's objective in making resource
allocation decisions is to optimize the Company's financial results. The accounting policies of its flavored water segment are
the same as those described below.

 Functional
Currency

 Items
included in the financial statements of the Company are measured using the currency of the primary economic environment in which the
entity operates ("the functional currency"). The functional and reporting currency of the Company is the U.S. Dollar ("USD"
or "$"). All amounts in these financial statements are in USD, unless otherwise stated.

 Transactions
in currencies other than the entity's functional currency are recorded at the exchange rate prevailing at the dates of the transactions.
Monetary assets and liabilities are translated using the period end foreign exchange rate. Non-monetary assets and liabilities are translated
using the historical rate. All gains and losses on translation of these foreign currency transactions are included in the statements
of operations.

 Property
and Equipment

 The
Company records its property and equipment at historical cost. The Company expenses maintenance and repairs as incurred. Upon
disposition of fixed assets, the gross cost and accumulated depreciation are written off and the difference between the proceeds and
the net book value is recorded as a gain or loss on sale of assets. The Company depreciates its fixed assets over their respective
estimated useful lives ranging from 3 three to fifteen
years.

 Income
Taxes

 The
Company follows FASB Codification Topic 740-10-25 (ASC 740-10-25) for recording the provision for income taxes. Deferred tax assets and
liabilities are computed based upon the difference between the financial statement and income tax basis of assets and liabilities using
the enacted marginal tax rate applicable when the related asset or liability is expected to be realized or settled. Deferred income tax
expenses or benefits are based on the changes in the asset or liability each period. If available evidence suggests that it is more likely
than not that some portion or all of the deferred tax assets will not be realized, a valuation allowance is required to reduce the deferred
tax assets to the amount that is more likely than not to be realized. Future changes in such valuation allowance are included in the
provision for deferred income taxes in the period of change.

 Deferred
income taxes may arise from temporary differences resulting from income and expense items reported for financial accounting and tax purposes
in different periods. Deferred taxes are classified as current or non-current, depending on the classification of assets and liabilities
to which they relate. Deferred taxes arising from temporary differences that are not related to an asset or liability are classified
as current or non-current depending on the periods in which the temporary differences are expected to reverse.

 The
Company records uncertain tax positions on the basis of a two-step process in which (1) the Company determines whether it is more likely
than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions
that meet the more-likely-than-not recognition threshold, the Company recognizes the largest amount of tax benefit that is more than
50 percent likely to be realized upon ultimate settlement with the related tax authority. The Company is not aware of uncertain tax positions
as of June 30, 2025.

 F- 7

 Blue

 Notes

 2.

 SUMMARY
 OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 The
Company recognizes interest and penalties related to unrecognized tax benefits on the income tax expense line in the accompanying statement
of operations. There were no interest and penalties expenses or accrued interest and penalties for the year ended June 30, 2025.

 Impairment
of Long-Lived Assets

 When
circumstances, such as adverse market conditions, indicate that the carrying value of a long-lived asset may be impaired, the Company
performs an analysis to review the recoverability of the asset's carrying value, which includes estimating the undiscounted cash
flows (excluding interest charges) from the expected future operations of the asset. These estimates consider factors such as expected
future operating income, operating trends and prospects, as well as the effects of demand, competition and other factors. If the analysis
indicates that the carrying value is not recoverable from future cash flows, an impairment loss is recognized to the extent that the
carrying value exceeds the estimated fair value. Any impairment losses are recorded as operating expenses, which reduce net income.

 Fair
Value of Financial Instruments

 The
Company's financial instruments include cash. All instruments are accounted for on a historical cost basis, which, due to the short
maturity of these financial instruments, approximates fair value as of June 30, 2025.

 The
fair value of a financial instrument is the amount that could be received upon the sale of an asset or paid to transfer a liability in
an orderly transaction between market participants at the measurement date. The fair value should be calculated based on assumptions
that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair
value of liabilities should include consideration of non-performance risk, including the party's own credit risk. Fair value measurements
do not include transaction costs. A fair value hierarchy is used to prioritize the quality and reliability of the information used to
determine fair values. Categorization within the fair value hierarchy is based on the lowest level of input that is significant to the
fair value measurement. The fair value hierarchy is as follows:

 Level
 1:

 Observable
 inputs such as quoted prices in active markets;

 Level
 2:

 Inputs,
 other than the quoted prices in active markets, that are observable either directly or indirectly; and

 Level
 3:

 Unobservable
 inputs in which there is little of no market data, which require the reporting entity to develop its own assumptions.

 The
Company did not have any assets or liabilities measured at fair value on a recurring basis at June 30, 2025.

 F- 8

 Blue

 Notes

 2.

 SUMMARY
 OF SIGNIFICANT ACCOUNTING POLICIES (continued)

 Leases

 In
accordance with ASC 842, Leases, the Company determines whether an arrangement contains a lease at inception. A lease is a contract that
provides the right to control an identified asset for a period of time in exchange for consideration. For identified leases, the Company
determines whether it should be classified as an operating or finance lease. Operating leases are recorded in the balance sheet as: right-of-use
asset ("ROU asset") and operating lease liability. ROU asset represents the Company's right to use an underlying asset
for the lease term and lease liability represents the Company's obligation to make lease payments arising from the lease. ROU assets
and operating lease liabilities are recognized at the commencement date of the lease and measured based on the present value of lease
payments over the lease term. The ROU asset also includes deferred rent liabilities. If the Company's lease arrangement generally
does not provide an implicit interest rate, the Company uses its incremental borrowing rate based on the information available at commencement
date in determining the present value of lease payments. The Company includes options to extend or terminate the lease when it is reasonably
certain that it will exercise that option in the measurement of its ROU asset and liability. Lease expense for the operating lease is
recognized on a straight-line basis over the lease term. The Company did not have any leases under ASC 842 as of June 30, 2025.

 Recent
Accounting Pronouncements

 Accounting
standards that have been issued or proposed by the Financial Accounting Standards Board ("FASB") that do not require adoption
until a future date are not expected to have a material impact on the financial statements upon adoption. The Company does not discuss
recent pronouncements that are not anticipated to have an impact on or are unrelated to its financial condition, results of operations,
cash flows or disclosures.

 3.

 RELATED
 PARTY TRANSACTIONS

 On
June 13, 2024, the Company issued 5,100,000 shares of common stock for cash to the former CEO of the Company at $ 0.001 per share or $ 5,100.

 As
of June 30, 2025, the Company did not have an employment or severance agreement with its sole officer and director. The Company paid
the former sole officer and director $ 2,000 in management fees during the year ended June 30, 2025 and did not accrue or pay the current
sole officer and director any consideration during the year ended June 30, 2025. During the year ended June 30, 2025, the Company's
former officer and director borrowed $ 2,500 from the Company which was payable on demand. The loan was repaid during the year ended June
30, 2025.

 4.

 STOCKHOLDERS'
 EQUITY

 The
authorized capital of the Company consists of 100,000,000 shares of common stock, par value $ 0.001, and 20,000,000 shares of preferred
stock, par value $ 0.001.

 Preferred
Stock

 The
Preferred Stock may be issued, from time to time, in one or more series as determined by the Board of Directors. The designations, voting
rights, amounts of preference upon distribution of assets, rates of dividends, premiums of redemption, conversion rights and other variations,
if any, the qualifications, limitations or restrictions thereof, if any, of the Preferred Stock, and of each series thereof, are fixed
by the Board of Directors in a resolution or resolutions adopted by the Board of Directors providing for the issue of such series of
Preferred Stock.

 F- 9

 Blue

 Notes

 As
of June 30, 2025 and June 30, 2024, no shares of Preferred Stock were outstanding.

 4.

 STOCKHOLDERS'
 EQUITY (continued)

 Common
Stock

 Each
holder of Common Stock is entitled to one vote per share for matters submitted to a vote, and to receive dividends if and when declared,
however, subject to any limitations contained in the designation of any series of the Preferred Stock. Upon liquidation or winding down
of the Company, the holders of the Common Stock shall be entitled to receive all the remaining assets of the Company after distribution
in full of the preferential amounts, if any, to be distributed to the holders of the Preferred Stock.

the year ended June 30, 2025, the Company had the following equity transactions:

 SCHEDULE OF EQUITY TRANSACTIONS

 Allocated

 Date
 of Issuance

 Number
 of Shares

 Per
 Share Issued Price

 Common
 Stock

 Additional
 Paid-in Capital

 Total

 July 2024

 2,250,000

 $
 0.01

 $
 2,250

 $

 $
 22,500

 July 2024

 200,000

 0.10

 19,800

 20,000

 September 2024

 80,000

 0.10

 7,920

 8,000

 October 2024

 40,000

 0.10

 3,960

 4,000

 January 2025

 120,000

 0.10

 11,880

 12,000

 February 2025

 76,000

 0.10

 7,524

 7,600

 March 2025

 10,000

 0.10

 1,000

 Total

 2,776,000

 $
 2,776

 $
 72,324

 $
 75,100

 July 2024, the Company issued 2,250,000 shares of common stock for cash at $ 0.01 per common stock or $ 22,500.

 On
 July 29, 2024, the Company entered into a licensing agreement for the distribution of coconut water in France. Among other considerations,
 the Company issued 200,000 shares of common stock for the licensing agreement valued at $ 0.10 per share or $ 20,000. This was a non-cash
 share issuance.

 September 2024, the Company issued 80,000 shares of common stock for cash at a price of $ 0.10 per share or $ 8,000.

 October 2024 the Company issued 40,000 shares of common stock for cash at a price of $ 0.10 per share or $ 4,000.

 January 2025, the Company issued 120,000 shares of common stock for cash at a price of $ 0.10 per share or $ 12,000.

 February 2025, the Company issued 76,000 shares of common stock for cash at a price of $ 0.10 per share or $ 7,600.

 March 2025, the Company issued 10,000 shares of common stock for cash at a price of $ 0.10 per share or $ 1,000.

 F- 10

 Blue

 Notes

 4.

 STOCKHOLDERS'
 EQUITY (continued)

the period ended June 30, 2024, the Company had the following equity transactions:

 Allocated

 Date
 of Issuance

 Number
 of Shares

 Per
 Share Issued Price

 Common
 Stock

 Additional
 Paid-in Capital

 Total

 June 13, 2024

 $
 0.001

 $
 5,100

 $
 —

 $
 5,100

 June 2024

 2,250,000

 0.01

 2,250

 22,500

 Total

 7,350,000

 $
 7,350

 $

 $
 27,600

 On
 June 13, 2024, the Company issued 5,100,000 shares of common stock for cash as founders shares to the CEO of the Company at $ 0.001
 per common stock or $ 5,100; and

 June 2024, the Company issued 2,250,000 shares of common stock for cash at $ 0.01 per common stock or $ 22,500.

 5.

 INCOME
 TAXES

 Reconciliation
of the statutory federal income tax rates consists of the following:

 SCHEDULE OF RECONCILIATION OF THE STATUTORY FEDERAL INCOME TAX RATES

 Year
 ended
 June
 30, 2025

 May
 16, 2024
 (date
 of formation)
 to
 June 30, 2024

 Federal
 statutory rate

 %

 %

 Change
 in valuation allowance

 - 21
 %

 - 21
 %

 Tax rate

 %

 %

 Significant
components of the deferred tax assets are as follows:

 SCHEDULE OF DEFERRED TAX ASSETS

 Deferred
tax asset

 Net
 operating loss

 $
 22,286

 $
 1,865

 Total

 22,286

 1,865

 Valuation
 allowance

 ( 22,286
)

 ( 1,865
)

 Net deferred tax
 asset

 $
 -

 $
 -

 As
of June 30, 2025, the Company had available federal net operating loss carry forwards to reduce future taxable income. The amount available
was approximately $ 24,151 for federal purposes, with no expiration which are subject to an 80% limitation upon utilization. Given the
Company's history of net operating losses, management has determined that it is more likely than not that the Company will not
be able to realize the tax benefit of the net operating loss carry forwards. Accordingly, the Company has recognized a valuation allowance
that offsets the deferred tax asset for this benefit. The amount of the valuation allowance could be reduced in the near-term if estimates
of future benefits and taxable income, based on subsequently available evidence, can be deemed to be reliable in order to determine the
likelihood of realizing the deferred tax asset. The Company files income tax returns in the U.S. federal jurisdiction. The Company is
also subject to state filing requirements and files respective tax returns accordingly. The tax return for the year 2025 remains subject
to examinations but there are currently no ongoing exams.

 F- 11

 ITEM
9.
 CHANGES
 IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 None.

 ITEM
 9A.

 CONTROLS
 AND PROCEDURES

 (a)
Evaluation of Disclosure Controls and Procedures

 Under
the supervision and with the participation of our management, including our Chief Executive Officer (our Principal Executive Officer
and Principal Financial Officer), we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls
and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"))
as of June 30, 2025. Based on their evaluation, our Chief Executive Officer concluded
that our disclosure controls and procedures were not effective as of such date to ensure that information required to be disclosed in
the reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified
in SEC rules and forms. In addition, due to its current size, the Company currently does not have sufficient staff to maintain appropriate
segregation of duties and the ability of management to override controls, as it pertains to application and oversight of internal control
processes. Material weaknesses include lack of segregation of duties, the ability of management to override controls, and lack of formal
written policies and procedures surrounding financial close and reporting.

 (b)
Changes in Internal Control over Financial Reporting

 There
were no changes in our internal control over financial reporting that occurred in the year ended June 30, 2025, that materially affected,
or would be reasonably likely to materially affect, our internal control over financial reporting.

 (d)
Limitations of the Effectiveness of Controls and Procedures

 In
designing and evaluating the disclosure controls and procedures and internal control over financial reporting, management recognizes
that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance that the information
required to be disclosed in reports filed or submitted pursuant to the Exchange Act is recorded, processed, summarized, and reported
within the time periods specified in the rules and forms of the Commission, and that such information is accumulated and communicated
to management, including its Chief Executive Officer and Chief Financial Officer as appropriate, to allow timely decisions regarding
required disclosure. In addition, the design of disclosure controls and procedures and internal control over financial reporting must
reflect the fact that there are resource constrains and that management is required to apply judgement in evaluating the benefits of
possible controls and procedures relative to their costs.

 ITEM
9B.
 OTHER
 INFORMATION.

 None
of our directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined
in Item 408(c) of Regulation S-K) during the year ended June 30, 2025.

 ITEM
9C.
 DISCLOSURES
 REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

 None.

 PART
III

 ITEM
10.
 DIRECTORS,
 EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 Name

 Age

 Position

 Joseph Henn

 Chief Executive Officer and a Director

 The
following is a brief summary of the background of each officer and director including their principal occupation during the five preceding
years. Joseph Henn was appointed our Chief Executive Officer and a director on March 31, 2025, replacing Anthony Kerrigone.

 Mr.
Henn has been a securities broker since 1986. From November 2023 to July 2024 Mr. Henn was a securities broker with Cova Capital Partners,
LLC. From September 2019 to July 2023 Mr. Henn was a securities broker with Paulson Investment Company, LLC. Mr. Henn has been semi-retired
since July 2024. Mr. Henn owns 5,100,000 shares of the Company's common stock after purchasing the shares from Anthony Kerrigone.

 Our
directors serve until the next annual meeting of our shareholders and until their successors have been duly elected and qualified or
until they are removed. Our officers serve at the discretion of our directors.

 We
do not have a financial expert as that term is defined by the Securities and Exchange Commission.

 Our
Board of Directors does not have standing audit, nominating or compensation committees, committees performing similar functions, or charters
for such committees. Instead, the functions that might be delegated to such committees are carried out by our Board of Directors, to
the extent required. Our Board of Directors believes that the cost of associated with such committees, has not been justified under our
current circumstances.

 Given
our lack of operations to date, our Board of Directors believes that its current members have sufficient knowledge and experience to
fulfill the duties and obligations of an audit committee.

 We
do not currently have a Code of Ethics. However, the Company intends to adopt a Code of Ethics as its operations expand and additional
officers and employees are engaged.

 ITEM
 11.

 EXECUTIVE
 COMPENSATION

the period ended June 30, 2025 we paid the following compensation to our officers:

 Name

 Year

 Salary

 Bonus

 Options

 Total

 Joseph Henn

 2025

 $
 —

 $
 —

 $
 —

 $
 —

 Chief Executive Officer

 2024

 $
 —

 $
 —

 $
 —

 $
 —

 Anthony Kerrigone

 2025

 $
 2,000

 $
 —

 $
 —

 $
 2,000

 Former Chief Executive
 Officer

 2024

 $
 —

 $
 —

 $
 —

 $
 —

 On
March 31, 2025, Joseph C. Henn was appointed as a director, Chief Executive Officer, Chief Financial and Accounting Officer, and Secretary
of the Company. Following the appointment of Mr. Henn as officer and director, Anthony Kerrigone resigned as an officer and director
of the Company. Mr. Kerrigone's resignation was not the result of any disagreement relating to the Company's operations,
policies or practices.

 As
of June 30, 2025, the Company did not have an employment or severance agreement with its sole officer and director. Mr. Henn has agreed
to serve without compensation until the Company's financial condition improves. During the year ended June 30, 2025, we
did not compensate any person for serving as a director.

 Transactions
With Former Related Parties

 The
Company paid Anthony Kerrigone, the former sole officer and director, $2,000 in management fees during the year ended June 30, 2025.
During the year ended June 30, 2025, Anthony Kerrigone, the Company's former officer and director, borrowed $2,500 from the Company
which was payable on demand. The loan was repaid during the year ended June 30, 2025.

 ITEM
12.
 SECURITY
 OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 The
following table shows the ownership, as of June 30, 2025, of those persons owning beneficially 5% or more of our common stock and the
number and percentage of outstanding shares owned by each of our directors and officers and by all officers and directors as a group.
Each owner has sole voting and investment power over their shares of common stock.

 Name

 Shares
 Owned

 Percent
 of
 Outstanding Shares

 Joseph Henn

 50.4
 %

 All officers and directors
 as a Group (1 person)

 50.4
 %

 ITEM
13.
 CERTAIN
 RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 Mr.
Henn is not independent as that term is defined in Section 803 of the NYSE MKT Company Guide.

 ITEM
 14.

 PRINCIPAL
 ACCOUNTANT FEES AND SERVICES.

 BCRG
Certified Public Accountants has been engaged as the Company's independent registered public accounting firm since July 31, 2024
and audited the Company's financial statements as of and for the fiscal year ended June 30, 2025 and the period from formation
on May 16, 2024 to June 30, 2024. The following table sets out the aggregate fees billed for the period and for the categories of fees
described:

 Year
 ended

June 30, 2025

 May
 16, 2024

 (date of formation)

 to
 June 30, 2025

 Audit fees (1)

 $
 24,000

 $
 10,000

 Audit-related fees (2)

 -

 -

 Tax fees (3)

 1,000

 All other fees

 -

 -

 Total Fees

 $
 25,000

 $
 10,000

 (1)

 Audit
 fees consist of the aggregate fees billed or expected to be billed by BCRG for the audit of the Company's annual financial
 statements, reviews of interim financial statements, consents, comfort letters and financial accounting and reporting consultations.

 (2)

 Audit-related
 fees are fees for professional services rendered for other attest services, accounting consultations and audits in connection with
 acquisitions, and attest services related to financial reporting that are not required by statute or regulation.

 (3)

 Tax
 fees consist of fees for professional services rendered in connection with tax compliance, tax advice and tax planning.

 ITEM
 15.

 EXHIBITS
 AND FINANCIAL STATEMENT SCHEDULES.

 See
"Exhibit Index" on the following page.

 ITEM
 16.

 FORM
 10-K SUMMARY.

 None.

 EXHIBIT

 Exhibit

 Number

 Exhibit
 Description

 3.1

 Articles
 of Incorporation of Blue Line Holdings, Inc. (incorporated by reference to Exhibit 3.1 to the Company's Registration Statement
 on Form S-1, File #333-282317)

 3.2

 Bylaws
 of Blue Line Holdings, Inc. (incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form S-1, File
 #333-282317).

 10.1

 License
 Agreement with Monarch Media, incorporated by reference to Exhibit 10.1 to the Company's Registration Statement on Form S-1,
 File #333-282317.

 31.1*

 Certification
 of Principal Executive Officer pursuant to Section 302 of Sarbanes Oxley Act of 2002.

 31.2*

 Certification
 of Principal Financial Officer pursuant to Section 302 of Sarbanes Oxley Act of 2002.

 32*

 Certification
 of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of Sarbanes Oxley Act of 2002.

 101*

 The
 Balance Sheets, (ii) Statements of Operations, (iii) Statements Equity, (iv) Statements of Cash Flows, and (v) Notes to the Financial
 Statements.

 104*

 Cover

 *

 Filed
 herewith.

 SIGNATURES

 Pursuant
to the requirements of Section 13 or 15(a) of the Securities Exchange Act of 1934, the Registrant has caused this Report to be signed
on its behalf by the undersigned, thereunto duly authorized on the 25 th day of September, 2025.

 BLUE
 LINE HOLDINGS, INC.

 (Registrant)

 By:

 /s/
 Joseph C. Henn

 Joseph
 C. Henn

 Principal
 Executive, Financial and Accounting Officer

 Pursuant
to the requirements of the Securities Act of l934, this Report has been signed below by the following persons on behalf of the Registrant
and in the capacities and on the dates indicated.

 Signature

 Title

 Date

 /s/
 Joseph C. Henn

 September
 25, 2025

 Joseph
 C. Henn

 Director

 Supplemental
Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by Registrants Which Have Not Registered Securities
Pursuant to Section 12 of the Act

 The
Company has not sent a Proxy Statement to its shareholders prior to the filing of this 10-K report. The Company does not plan to send
a Proxy Statement to its shareholders subsequent to the filing of this 10-K report.