SHFS / SHF Holdings, Inc. - SEC-Einreichungen, Jahresbericht, Proxy Statement

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use o

Safe Harbor Financial Reports First Quarter 2026 Results and Provides Corporate Update First Quarter 2026 Revenue of Approximately $2.0 Million, Up 2.2% Year Over Year Loan Program Income Up 55.6% Year Over Year to Approximately $0.8 Million Total Op

Exhibit 99.1 Safe Harbor Financial Reports First Quarter 2026 Results and Provides Corporate Update First Quarter 2026 Revenue of Approximately $2.0 Million, Up 2.2% Year Over Year Loan Program Income Up 55.6% Year Over Year to Approximately $0.8 Million Total Operating Expenses Down 4.7% Year Over Year Cash and Cash Equivalents of $5.9 Million and Stockholders’ Equity of $6.7 Million as of March

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2026 SHF Holdings, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File Nu

UNITED STATES 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 March 31, 2026 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES 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 March 31, 2026 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 001-40524 SHF Holdings, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2026 SHF Holdings, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File Num

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use o

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use o

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 001-40524 SHF Holdings, Inc. (Exact

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use o

As filed with the Securities and Exchange Commission on May 6, 2026

As filed with the Securities and Exchange Commission on May 6, 2026 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2026 SHF Holdings, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File Num

Security Type

Calculation of Filing Fee Tables S-1 SHF Holdings, Inc. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2026 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Safe Harbor Expands Financial Platform with Enhanced Lending Capabilities to Support Cannabis Industry Growth Expanded platform now includes commercial real estate financing, working capital, business expansion financing, equipment financing, cash fl

Exhibit 99.1 Safe Harbor Expands Financial Platform with Enhanced Lending Capabilities to Support Cannabis Industry Growth Expanded platform now includes commercial real estate financing, working capital, business expansion financing, equipment financing, cash flow lending, syndications and more DENVER (April 30, 2026) — SHF Holdings, Inc., d/b/a Safe Harbor (“Safe Harbor”) (NASDAQ: SHFS), a leadi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2026 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2026 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 21, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Safe Harbor Introduces 401(k) Plan Built for Cannabis Employers New Safe Harbor Retirement Plan Helps Enable Cannabis Operators to Offer Stable, Compliant Retirement Benefits with Greater Continuity for Employees

Exhibit 99.1 Safe Harbor Introduces 401(k) Plan Built for Cannabis Employers New Safe Harbor Retirement Plan Helps Enable Cannabis Operators to Offer Stable, Compliant Retirement Benefits with Greater Continuity for Employees DENVER (April 21, 2026) — SHF Holdings, Inc., d/b/a Safe Harbor (the “Company” or “Safe Harbor”) (NASDAQ: SHFS), a leading fintech platform serving the banking, lending, and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2026 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Safe Harbor Financial Fourth Quarter and Full Year 2025 Results, Highlighting Sequential 12% Sales Growth, Balance Sheet Transformation and Operational Progress

Exhibit 99.1 Safe Harbor Financial Fourth Quarter and Full Year 2025 Results, Highlighting Sequential 12% Sales Growth, Balance Sheet Transformation and Operational Progress - Eliminated substantially all of the Company’s debt, ended the year with $6.8 million in Cash and $8.2 million of Stockholders’ Equity. - Fourth Quarter Revenue increased 12% sequentially, and Fourth Quarter Net Loss was $0.6

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 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 001-40524 SHF Holdings, Inc. (Exact

Subsidiaries of SHF Holdings, Inc.

Exhibit 21.1 Subsidiaries of SHF Holdings, Inc. Name of Subsidiary Jurisdiction of Organization SHF, LLC d/b/a Safe Harbor Financial Colorado SHFxAbaca, LLC., d/b/a Abaca Delaware SHF Managed Services, LLC Delaware Safe Harbor Retirement Services, LLC Delaware

SHF Holdings, Inc. Code of Ethics and Business Conduct

Exhibit 14 SHF Holdings, Inc. Code of Ethics and Business Conduct 1. Introduction 1.1 The Board of Directors of SHF Holdings, Inc. (together with its subsidiaries, the “Company”) has adopted this Code of Ethics and Business Conduct (the “Code”) in order to: (a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest; (b) promote full, fair, ac

Safe Harbor Financial Policy on Insider Trading

Exhibit 19 Safe Harbor Financial Policy on Insider Trading This Insider Trading Policy (this “Policy”) describes the standards of SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2026 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SEC FILE NUMBER SECURITIES AND EXCHANGE COMMISSION 001-40524 Washington, D.

Safe Harbor Financial Reports Preliminary Fourth Quarter and Full Year 2025 Results

Exhibit 99.1 Safe Harbor Financial Reports Preliminary Fourth Quarter and Full Year 2025 Results DENVER, CO (April 1, 2026) – SHF Holdings, Inc., d/b/a Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a financial technology company serving the banking, lending, and financial services needs of the regulated cannabis and hemp industries, today announced its preliminary unaudite

Safe Harbor Financial Delivers Strong 29% YoY Growth in Emerging US Cannabis Markets Representing 100+ New Customer Depository Accounts Cumulatively Emerging US Markets represent 31% of Safe Harbor’s Total Deposit Balances Driven by Strategic Early E

Exhibit 99.1 Safe Harbor Financial Delivers Strong 29% YoY Growth in Emerging US Cannabis Markets Representing 100+ New Customer Depository Accounts Cumulatively Emerging US Markets represent 31% of Safe Harbor’s Total Deposit Balances Driven by Strategic Early Entry into High-Growth States Including New York, New Jersey, Illinois, Florida, Ohio, and Kentucky DENVER, Colo. (March 3, 2026) – SHF Ho

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2026 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File N

SECOND AMENDED AND RESTATED COMMERCIAL ALLIANCE AGREEMENT

Exhibit 10.1 EXECUTION COPY SECOND AMENDED AND RESTATED COMMERCIAL ALLIANCE AGREEMENT THIS SECOND AMENDED AND RESTATED COMMERCIAL ALLIANCE AGREEMENT (“Agreement”) is between SHF, LLC, a Colorado limited liability and a wholly-owned subsidiary of SHF HOLDINGS, INC. D/B/A SAFE HARBOR, a Delaware corporation, with its principal place of business at 1526 Cole Blvd., Suite 250, Golden, Colorado 80401 (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2026 SHF Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2026 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fil

Safe Harbor Financial Announces Extension with PCCU Generating an Estimated $9 Million Incremental Revenue Through 2031 New Agreement also Expected to Generate over $1.5 Million Total Incremental Cost Savings over Revised 6.25 Year Term

Exhibit 99.1 Safe Harbor Financial Announces Extension with PCCU Generating an Estimated $9 Million Incremental Revenue Through 2031 New Agreement also Expected to Generate over $1.5 Million Total Incremental Cost Savings over Revised 6.25 Year Term Denver, CO, February 9, 2026 – SHF Holdings, Inc., d/b/a Safe Harbor Financial (“Safe Harbor” or “the Company”) (NASDAQ: SHFS), a leading fintech plat

UNITED STATES 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

UNITED STATES 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 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 001-40524 SHF Holdings, Inc

Safe Harbor Financial to Present at Trickle Research Microcap Conference on November 13 CEO Terry Mendez to Highlight Pivotal Achievements, Early Turnaround in Operations, And Growth Strategy

Exhibit 99.1 Safe Harbor Financial to Present at Trickle Research Microcap Conference on November 13 CEO Terry Mendez to Highlight Pivotal Achievements, Early Turnaround in Operations, And Growth Strategy GOLDEN, CO – November 12, 2025 – SHF Holdings, Inc., d/b/a Safe Harbor Financial (“Safe Harbor”) (Nasdaq: SHFS), a leading fintech platform serving the regulated cannabis industry, today announce

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2025 SHF Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fi

SHF HOLDINGS, INC. 52,280,646 Shares of Class A Common Stock

Filed Pursuant to Rule 424(b)(7) Registration Statement No. 333-290979 PROSPECTUS SHF HOLDINGS, INC. 52,280,646 Shares of Class A Common Stock This prospectus relates to the potential offer and sale from time to time by the selling stockholders named in this prospectus (each, a “Selling Stockholder”) of 52,280,646 shares of Class A common stock, par value $0.0001 (the “Common Stock”), of SHF Holdi

EX-99.2

Exhibit 99.2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2025 SHF Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fil

CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION SHF HOLDINGS, INC.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SHF HOLDINGS, INC. SHF Holdings, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows: 1. This Certificate of Amendment (the “Certificate of Amendment”) amends the provisions of the Corporation’s Se

Safe Harbor Financial Regains Compliance with Nasdaq Listing Requirements and Raises $6.8 million in New Capital While Eliminating Substantially All of the Company’s Debt

Exhibit 99.1 Safe Harbor Financial Regains Compliance with Nasdaq Listing Requirements and Raises $6.8 million in New Capital While Eliminating Substantially All of the Company’s Debt Company also announces $150 million equity line of credit (“ELOC”) expandable up to $500 million to potentially fund lending to CRBs and further expand its Fintech platform in accordance with the Company’s strategic

SHF HOLDINGS, INC. 46,153,846 Shares of Class A Common Stock

Filed Pursuant to Rule 424(b)(7) Registration Statement No. 333-290524 PROSPECTUS SHF HOLDINGS, INC. 46,153,846 Shares of Class A Common Stock This prospectus relates to the potential offer and sale from time to time by CREO Investments LLC (“CREO” or the “Selling Stockholder”) of 46,153,846 shares of Class A common stock, par value $0.0001 (the “Common Stock”), of SHF Holdings, Inc. (“SHF,” the “

FILING FEE TABLE Calculation of Filing Fee Table Form S-8 (Form Type) SHF Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities

Exhibit 107 FILING FEE TABLE Calculation of Filing Fee Table Form S-8 (Form Type) SHF Holdings, Inc.

As filed with the Securities and Exchange Commission on October 31, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 SHF Holdings, Inc. (Exact name of Registrant a

Registration No. 333- As filed with the Securities and Exchange Commission on October 31, 2025 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 SHF Holdings, Inc. (Exact name of Registrant as specified in its charter) Delaware 86-2409612 (State or other jurisdiction of (I.R.S. Employer incorporation or organiza

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

CALCULATION OF FILING FEE TABLE Form S-1 (Form Type) SHF HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-1 (Form Type) SHF HOLDINGS, INC.

As filed with the Securities and Exchange Commission on October 20, 2025

As filed with the Securities and Exchange Commission on October 20, 2025 Registration No.

[FORM OF AMENDED AND RESTATED WARRANT]

Exhibit 10.2 [FORM OF AMENDED AND RESTATED WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2025 SHF Holdings, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fil

AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT THIS AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT (this “Amendment”) is dated as of October 14, 2025, by and among SHF Holdings, Inc., a Delaware corporation with offices located at 1526 Cole Boulevard, Suite 250, Golden, Colorado 80401 (the “Company”) and the investor signatory hereto (the “Holder”), and amends that certain Securit

As filed with the Securities and Exchange Commission on October 17, 2025

As filed with the Securities and Exchange Commission on October 17, 2025 Registration No.

SHF HOLDINGS, INC. 1526 Cole Blvd., Suite 250 Golden, Colorado 80401

SHF HOLDINGS, INC. 1526 Cole Blvd., Suite 250 Golden, Colorado 80401 October 16, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: SHF Holdings, Inc. (the “Company”) Registration Statement on Form S-1 (File No. 333-290524) (the “Registration Statement”) Ladies and Gentlemen: Reference is made to our September 30, 2025 l

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

SECURITIES PURCHASE AGREEMENT

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 30, 2025, is by and among SHF Holdings, Inc., a Delaware corporation with offices located at 1526 Cole Boulevard, Suite 250, Golden, Colorado 80401 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively

EXCHANGE AND CANCELLATION AGREEMENT

Exhibit 10.5 EXCHANGE AND CANCELLATION AGREEMENT THIS EXCHANGE AND CANCELLATION AGREEMENT (this “Agreement”) is made and entered into as of September 30, 2025 by and between SHF Holdings, Inc., a Delaware corporation (the “Company”), and [], LLC (“Seller”). RECITALS A. On June 16, 2022, the Company and Seller, entered into that certain Forward Purchase Agreement (the “FPA”). B. Seller subsequently

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2025 SHF Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission F

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 30, 2025, is by and SHF Holdings, Inc., a Delaware corporation with offices located at 1526 Cole Boulevard, Suite 250, Golden, Colorado 80401 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. In connection with the Securiti

[FORM OF WARRANT]

Exhibit 10.3 [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRAT

CERTIFICATE OF DESIGNATIONS OF RIGHTS AND PREFERENCES OF SERIES B CONVERTIBLE PREFERRED STOCK OF SHF HOLDINGS, INC.

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF RIGHTS AND PREFERENCES OF SERIES B CONVERTIBLE PREFERRED STOCK OF SHF HOLDINGS, INC. I, Terrance Mendez, hereby certify that I am the Chief Executive Officer of SHF Holdings, Inc. (the “Company”), a corporation organized and existing under the Delaware General Corporation Law (the “DGCL”), and further do hereby certify: That pursuant to the authority expr

Debt CANCELLATION AGREEMENT

Exhibit 10.4 Debt CANCELLATION AGREEMENT THIS DEBT CANCELLATION AGREEMENT (this “Agreement”) is made and entered into as of September 30, 2025 by and between SHF Holdings, Inc., a Delaware corporation (the “Company”), and Partner Colorado Credit Union, a Colorado not for profit corporation (“Lender”). RECITALS A. On March 29, 2023, the Company and Lender entered into that certain (i) Senior Secure

AMENDMENT NO. 1 COMMON STOCK PURCHASE AGREEMENT

Exhibit 10.6 AMENDMENT NO. 1 TO COMMON STOCK PURCHASE AGREEMENT This AMENDMENT NO. 1 TO COMMON STOCK PURCHASE AGREEMENT is made and entered into as of September 30, 2025 (this “Amendment”), by and among CREO Investments LLC, a Delaware limited liability company (the “Investor”), and SHF Holdings, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein

SHF HOLDINGS, INC. 1526 Cole Blvd., Suite 250 Golden, Colorado 80401

SHF HOLDINGS, INC. 1526 Cole Blvd., Suite 250 Golden, Colorado 80401 September 30, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: SHF Holdings, Inc. (the “Company”) Registration Statement on Form S-1 (File No. 333-290524) (the “Registration Statement”) Ladies and Gentlemen: In accordance with Rule 461 under the Secur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2025 SHF Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission F

LETTER

September 30, 2025 Terrance Mendez Chief Executive Officer. SHF Holdings, Inc. 1526 Cole Blvd. , Suite 250 Golden , Colorado 80401 Re: SHF Holdings, Inc. S-1 filed September 26, 2025 File No. 333-290524 Dear Terrance Mendez: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remi

CALCULATION OF FILING FEE TABLE Form S-1 (Form Type) SHF HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-1 (Form Type) SHF HOLDINGS, INC.

As filed with the Securities and Exchange Commission on September 25, 2025

As filed with the Securities and Exchange Commission on September 25, 2025 Registration No.

COMMON STOCK PURCHASE AGREEMENT

Exhibit 10.1 EXECUTION VERSION COMMON STOCK PURCHASE AGREEMENT This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of September 17, 2025 (this “Agreement”), by and among CREO Investments LLC, a Delaware limited liability company (the “Investor”), and SHF Holdings, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not otherwise defined herein shall have the meani

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2025 SHF Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission F

REGISTRATION RIGHTS AGREEMENT

Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 17, 2025, is by and between CREO Investments LLC, a Delaware limited liability company (the “Investor”), and SHF Holdings, Inc., a Delaware corporation (the “Company”). RECITALS A. The Company and the Investor have entered into that certain Common Stock Purchase Agreement, dated

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2025 SHF Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fi

CONVERTIBLE PROMISSORY NOTE

Exhibit 10.1 THIS CONVERTIBLE PROMISSORY NOTE (AS MAY BE AMENDED FROM TIME TO TIME, THE “NOTE”) AND THE SECURITIES INTO WHICH IT MAY BE CONVERTED HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR UNDER THE SECURITIES LAWS OF ANY STATE. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE. THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2025 SHF Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

LETTER

August 25, 2025 Terrance E. Mendez Chief Executive Officer and Interim Chief Financial Officer SHF Holdings, Inc. 1526 Cole Boulevard Suite 250 Golden, CO 80401 Re: SHF Holdings, Inc. Form 8-K filed August 14, 2025 File No. 001-40524 Dear Terrance E. Mendez: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy and adequacy

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409

SHF HOLDINGS, INC. 1526 Cole Blvd., Suite 250 Golden, Colorado 80401

SHF HOLDINGS, INC. 1526 Cole Blvd., Suite 250 Golden, Colorado 80401 August 22, 2025 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington D.C. 20549-4720 Attn: Shannon Davis Amit Pande Re: SHF Holdings, Inc. Form 8-K filed August 14, 2025 File No. 001-40524 Ladies and Gentleman: This letter is submitted by, SHF Holdings, Inc. (the “Company”), i

LETTER

August 18, 2025 Terrance E. Mendez Chief Executive Officer and Interim Chief Financial Officer SHF Holdings, Inc. 1526 Cole Boulevard Suite 250 Golden, CO 80401 Re: SHF Holdings, Inc. Form 8-K filed August 14, 2025 File No. 001-40524 Dear Terrance E. Mendez: We have reviewed your filing and have the following comment. Please respond to this letter within ten business days by providing the requeste

UNITED STATES 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 June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES 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 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 001-40524 SHF Holdings, Inc. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2025 SHF Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 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 001-40524 SHF

SHF Holdings, Inc. Amendment to Amended and Restated - 2022 Equity Incentive Plan

Exhibit 10.1 AMENDMENT TO THE AMENDED AND RESTATED – 2022 EQUITY INCENTIVE PLAN WHEREAS, SHF Holdings, Inc. (the “Company”) established the Amend and Restated - 2022 Equity Incentive Plan (as amended, the “2022 Plan”) to attract, retain and provide incentives to key management employees, directors, and consultants of the Company and its Affiliates, and to align the interests of such service provid

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File Nu

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use o

Waiver, dated as of May 21, 2025, by and between SHF Holdings, Inc. and Partner Colorado Credit Union.

Exhibit 10.1 WAIVER This Waiver (the “Waiver”), dated as of May 21, 2025 (the “Effective Date”), is made by and between SHF Holdings, Inc. (“SHF”) and Partner Colorado Credit Union (“PCCU” and, together with SHF, the “Parties,” and each, a “Party”). WHEREAS, SHF filed its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware on September 28,

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use o

ARS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ց ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR տ 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 001-40524 SHF Holdings, Inc. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 SHF Holdings, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File Nu

UNITED STATES 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 March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES 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 March 31, 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 001-40524 SHF Holdings, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One):  ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D  ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Per

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 SHF Holdings, Inc. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 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 001-40524 SHF Holdings, Inc. (Exac

April 18, 2025 letter from Marcum LLP

Exhibit 16.1

Changes in Registrant's Certifying Accountant, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 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 001-40524 SHF Holdings, Inc. (Exact

[Insider Trading Policies and Procedures]

Exhibit 19

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of SHF Holdings, Inc. Name of Subsidiary Jurisdiction of Organization SHF, LLC d/b/a Safe Harbor Financial Colorado SHFxAbaca, LLC., d/b/a Abaca Delaware

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File N

FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SEC FILE NUMBER SECURITIES AND EXCHANGE COMMISSION 001-40524 Washington, D.

Safe Harbor Financial Reports Fourth Quarter and Year-End 2024 Results — Adjusted EBITDA(1) is positive for each of the last 3 years; Adjusted Working Capital(2) is approximately positive $2 million — Loan Interest Income increased 82% and 123% year-

Exhibit 99.1 Safe Harbor Financial Reports Fourth Quarter and Year-End 2024 Results — Adjusted EBITDA(1) is positive for each of the last 3 years; Adjusted Working Capital(2) is approximately positive $2 million — Loan Interest Income increased 82% and 123% year-over-year for the three months and full-year ended December 31, 2024, respectively — Revenue for the Q4 2024 increased 5% compared to the

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 20, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Third Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, filed March 20, 2025.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SHF HOLDINGS, INC. SHF Holdings, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows: 1. This Certificate of Amendment (the “Certificate of Amendment”) amends the provisions of the Corporation’s Se

SHF Holdings, Inc. Special Meeting

Exhibit 99.1 SHF Holdings, Inc. Special Meeting Sophia: Before we start, please note that remarks made today include forward-looking statements, including statements with respect to the company’s outlook and the company’s expectations regarding its market opportunities and other financial operational matters. Each forward-looking statement discussed during this presentation are subject to risks an

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Investor Presentation dated March 13, 2025

Exhibit 99.1

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 11, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File

Newly Appointed Safe Harbor Financial CEO Terry Mendez Issues Letter to Shareholders Highlights Successful Debt Modification Agreement with PCCU and Upcoming Special Shareholder Meeting on Thursday, March 13 at 4:30 p.m. ET

Exhibit 99.1 Newly Appointed Safe Harbor Financial CEO Terry Mendez Issues Letter to Shareholders Highlights Successful Debt Modification Agreement with PCCU and Upcoming Special Shareholder Meeting on Thursday, March 13 at 4:30 p.m. ET GOLDEN, Colo., March 11, 2025 – SHF Holdings, Inc., d/b/a Safe Harbor Financial (“Safe Harbor” or the “Company”) (Nasdaq: SHFS), a fintech leader in facilitating f

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File N

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3. 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File N

Amended and Restated Senior Secured Promissory Note dated March 3, 2025

Exhibit 10.1

Safe Harbor Financial Successfully Modifies Debt Obligation with Partner Colorado Credit Union Agreement unlocks over $6 million in Cash Flow and Extends Due Date to October 2030

Exhibit 99.1 Safe Harbor Financial Successfully Modifies Debt Obligation with Partner Colorado Credit Union Agreement unlocks over $6 million in Cash Flow and Extends Due Date to October 2030 GOLDEN, Colo., March 4, 2025 – SHF Holdings, Inc., d/b/a Safe Harbor Financial (“Safe Harbor” or the “Company”) (Nasdaq: SHFS), a fintech leader in facilitating financial services and credit facilities to the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

Letter Agreement dated January 29, 2025 (incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K, filed on February 3, 2025).

Exhibit 99.1

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fil

Safe Harbor Financial Announces Temporary Pause in Principal Payments and Ongoing Discussions to Modify Promissory Note with PCCU PCCU Modifies Credit Facility with Safe Harbor by Pausing Principal Payments for Two Months as New Terms are Considered;

Exhibit 99.2 Safe Harbor Financial Announces Temporary Pause in Principal Payments and Ongoing Discussions to Modify Promissory Note with PCCU PCCU Modifies Credit Facility with Safe Harbor by Pausing Principal Payments for Two Months as New Terms are Considered; Safe Harbor Intends to Commence Making Growth Investments Immediately GOLDEN, Colo., Feb. 3, 2025 – SHF Holdings, Inc., d/b/a Safe Harbo

Safe Harbor Financial Commences CEO Succession and Strategic Planning Initiative Sundie Seefried to Immediately Become Co-CEO and Retire in 30 Days; Will Remain on Board of Directors Post-Transition Business Transformation Expert, Terry Mendez, Appoi

Exhibit 99.1 Safe Harbor Financial Commences CEO Succession and Strategic Planning Initiative Sundie Seefried to Immediately Become Co-CEO and Retire in 30 Days; Will Remain on Board of Directors Post-Transition Business Transformation Expert, Terry Mendez, Appointed Co-CEO; Will Become CEO Upon Retirement of Seefried GOLDEN, Colo. (January 29, 2025) – SHF Holdings, Inc., d/b/a Safe Harbor Financi

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 28, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fil

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 21, 2025 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fil

Executive Employment Agreement, dated January 21, 2025, between the Company and Terrance Mendez (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on January 27, 2025).

Exhibit 10.1

Entry into a Material Definitive Agreement, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fi

Amended and Restated Commercial Alliance Agreement, dated December 30, 2024, between the Company and Partner Colorado Credit Union (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed on January 7, 2025).

Exhibit 10.1

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission Fi

Investor Presentation, dated December 2024

Exhibit 99.1

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Other Events, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fi

Safe Harbor Financial Reports Financial Results for Third Quarter and Nine Months Ended September 30, 2024 —Net Income increased to $0.4 million in the third quarter of 2024 —Loan Interest Income increased 48% and 143.5% year-over-year for three and

Exhibit 99.1 Safe Harbor Financial Reports Financial Results for Third Quarter and Nine Months Ended September 30, 2024 —Net Income increased to $0.4 million in the third quarter of 2024 —Loan Interest Income increased 48% and 143.5% year-over-year for three and nine months ended September 30, 2024, respectively —Operating Expenses decreased 13% versus Q3 2023 and by 66.4% for the nine-month perio

UNITED STATES 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, 2024 ☐ TRANSITION REPORT PURSUANT

UNITED STATES 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, 2024 ☐ 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: 001-40524 SHF Holdings, Inc.

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fi

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission Fil

Safe Harbor Financial to Report Third Quarter 2024 Financial Results on Tuesday, November 12, 2024 Company to host conference call after the market closes at 4:30p.m. ET on Tuesday, November 12th

Exhibit 99.1 Safe Harbor Financial to Report Third Quarter 2024 Financial Results on Tuesday, November 12, 2024 Company to host conference call after the market closes at 4:30p.m. ET on Tuesday, November 12th GOLDEN, Colo., October 30, 2024 — SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor”) (NASDAQ: SHFS), a leader in facilitating financial services and credit facilities to the reg

LETTER

October 22, 2024 James Dennedy Chief Financial Officer SHF Holdings, Inc. 1526 Cole Blvd., Suite 250 Golden, CO 80410 Re: SHF Holdings, Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-40524 Dear James Dennedy: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwith

Other Events, Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 14, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission Fil

* * * * * *

Safe Harbor Financial 1526 Cole Blvd, #250 Golden, CO 80401 October 9, 2024 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Finance 100 F Street, NE Washington, D.C. 20549 Attention: John Spitz and Ben Phippen Re: SHF Holdings, Inc. Form 10-K for the Fiscal Year Ended December 31, 2023 File No. 001-40524 Dear Messrs. Spitz and Phippen: SHF Holdings, Inc. (the “Com

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 3, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Safe Harbor Financial to Participate in the Benzinga Cannabis Capital Conference on October 8 and 9, 2024

Exhibit 99.1 Safe Harbor Financial to Participate in the Benzinga Cannabis Capital Conference on October 8 and 9, 2024 GOLDEN, Colo., October 1, 2024 — SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a leader in facilitating financial services and credit facilities to the regulated cannabis industry, announced today that its management team will pa

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2024 SHF Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission F

Investor Presentation, dated September 2024

Exhibit 99.1

LETTER

September 19, 2024 James Dennedy Chief Financial Officer SHF Holdings, Inc. 1526 Cole Blvd., Suite 250 Golden, CO 80410 Re: SHF Holdings, Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-40524 Dear James Dennedy: We have limited our review of your filing to the financial statements and related disclosures and have the following comments. Please respond to this letter within ten

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2024 (August 29, 2024) SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporati

Amendment to Employment Agreement dated August 1, 2024, between the Company and Sundie Seefried

Exhibit 10.2 Amendment to Employment Agreement This is an amendment (“Amendment”) to the Executive Employment Agreement entered into as of February 11, 2022 (“Employment Agreement”) by and between SHF, LLC doing business as Safe Harbor Financial (“SHF”) as a wholly owned subsidiary of SHF Holdings, Inc., a Delaware corporation (the “Company”), and Sundie Seefried (the “Executive”). W I T N E S S E

Employment Agreement effective September 28, 2022, between the Company and Sundie Seefried

Exhibit 10.1

Safe Harbor Financial Secures Key Executive Team with Strategic Contract Extensions

Exhibit 99-1 Safe Harbor Financial Secures Key Executive Team with Strategic Contract Extensions GOLDEN, Colo.

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Employment Agreement dated November 15, 2022, and executed between the Company and Dan Roda

Exhibit 10.1

Amendment to Employment Agreement dated August 1, 2024, between the Company and Dan Roda

Exhibit 10.2

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 21, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Amendment to Employment Agreement dated August 1, 2024, between the Company and Tyler Beuerlein

Exhibit 10.3

Safe Harbor Financial Reports Financial Results for Second Quarter and Six Months Ended June 30, 2024 —Net Income increased to $0.9 million in the second quarter of 2024 —Loan Interest Income increased 203.6% year-over-year —Excluding impairment expe

Exhibit 99.1 Safe Harbor Financial Reports Financial Results for Second Quarter and Six Months Ended June 30, 2024 —Net Income increased to $0.9 million in the second quarter of 2024 —Loan Interest Income increased 203.6% year-over-year —Excluding impairment expense in 2023, Operating Expenses decreased 34.5% versus 2023 —Cash and cash equivalents increased 25% to $6.1 million GOLDEN, Colo., Augus

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

UNITED STATES 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 June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES 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 June 30, 2024 ☐ 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: 001-40524 SHF Holdings, Inc. (Exac

Investor Presentation, dated June 2024

Exhibit 99.1

Regulation FD Disclosure, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File N

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File Nu

Investor Presentation, dated May 2024

Exhibit 99.1

First Amendment to Second Amendment to Agreement and Plan of Merger Warrant Agreement and Lock-up Agreement (incorporated by reference to Exhibit 2.8 of the Company’s Quarterly Report on Form 10-Q, filed on May 13, 2024).

Exhibit 2.8 FIRST AMENDMENT TO SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER WARRANT AGREEMENT AND LOCK-UP AGREEMENT This FIRST AMENDMENT TO SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER, WARRANT AGREEMENT, AND LOCK-UP AGREEMENT (this “Amendment”) is dated effective as of February 27, 2024, and is made and entered into by and among SHF Holdings, Inc., a Delaware corporation (“Parent”), SHF M

UNITED STATES 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 March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES 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 March 31, 2024 ☐ 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: 001-40524 SHF Holdings, Inc. (Exa

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 13, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File Nu

Safe Harbor Financial Announces First Quarter 2024 Results —Net Income increased 245% year-over-year to approximately $2.0 million in the first quarter of 2024 —Adjusted EBITDA increased 165.3% to approximately $1.1 million(1) —Operating Expenses dec

Exhibit 99.1 Safe Harbor Financial Announces First Quarter 2024 Results —Net Income increased 245% year-over-year to approximately $2.0 million in the first quarter of 2024 —Adjusted EBITDA increased 165.3% to approximately $1.1 million(1) —Operating Expenses decreased 35.8% versus the same period in 2023 GOLDEN, Colo., May 13, 2024 — SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor”

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchan

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confi

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use o

Safe Harbor Financial Announces Appointment of CEO, Sundie Seefried to Board of Directors Board Member, John Darwin, to step down to pursue other opportunities

Exhibit 99.1 Safe Harbor Financial Announces Appointment of CEO, Sundie Seefried to Board of Directors Board Member, John Darwin, to step down to pursue other opportunities GOLDEN, Colo., April 15, 2024 — SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a leader in facilitating financial services and credit facilities to the regulated cannabis indus

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 9, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File N

Amendment to Employment Agreement dated April 2, 2024 between the Company and James Dennedy (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 8, 2024).

Exhibit 10.1

Amendment to Employment Agreement dated April 2, 2024 between the Company and Donald Emmi (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on April 8, 2024).

Exhibit 10.2

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File N

Investor Presentation, dated April 2, 2024

Exhibit 99.1

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File N

Amended and Restated - 2022 Equity Incentive Plan

Exhibit 3

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File N

Safe Harbor Financial Announces Fourth Quarter and Year-End 2023 Results —Record annual revenue increased 85.3% year-over-year to $17.6 million in 2023 —Loan Book Value increased 194.2% to $55.6 million in 2023, up from $18.9 million year-over-year —

Exhibit 99.1 Safe Harbor Financial Announces Fourth Quarter and Year-End 2023 Results —Record annual revenue increased 85.3% year-over-year to $17.6 million in 2023 —Loan Book Value increased 194.2% to $55.6 million in 2023, up from $18.9 million year-over-year —Has facilitated more than $21.5 billion in deposit activity across 41 states since inception GOLDEN, Colo., April 1, 2024 — SHF Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 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 001-40524 SHF Holdings, Inc. (Exact

Description of Registered Securities

Exhibit 4.6 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION1 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary of the registered securities of SHF Holdings, Inc. does not purport to be complete and is qualified in its entirety by reference to our second amended and restated certificate of incorporation, as amended, and bylaws, each of which are incorporated

Form SHF Holdings, Inc. Stock Option Agreement

Exhibit 4 SHF Holdings, Inc. AMENDED AND RESTATED - 2022 EQUITY INCENTIVE PLAN OPTION AGREEMENT THIS OPTION AGREEMENT (this “Agreement”) is made and effective as of January 31, 2023 (the “Grant Date”), by and between SHF Holdings, Inc. (the “Company”), and (“Optionee”). W I T N E S S E T H: WHEREAS, the Company desires to increase the incentive of Optionee whose contributions are important to the

Code of Ethics and Business Conduct (incorporated by reference to Exhibit 1 of the Company’s Annual Report on Form 10-K, filed on April 1, 2024).

Exhibit 1

By Laws

Exhibit 7

Clawback policy

Exhibit 97 SHF Holdings, Inc. Clawback Policy 1. Purpose and Scope. The Board of Directors (the “Board”) of SHF Holdings, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 14, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Investor Presentation, dated March 13, 2024

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024 SHF Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission Fi

First Amendment to Second Amendment to Agreement and Plan of Merger, Warrant Agreement, and Lock-up Agreement dated February 27, 2024 (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K, filed on March 4, 2024).

Exhibit 2.1 FIRST AMENDMENT TO SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER WARRANT AGREEMENT AND LOCK-UP AGREEMENT This FIRST AMENDMENT TO SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER, WARRANT AGREEMENT, AND LOCK-UP AGREEMENT (this “Amendment”) is dated effective as of February 27, 2024, and is made and entered into by and among SHF Holdings, Inc., a Delaware corporation (“Parent”), SHF M

SHF / Silver Hill Trust 2018-SBC1 / M3 PARTNERS LP Passive Investment

SC 13G/A 1 fp0087178-19sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1) Shf holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 824430102 (CUSIP Number) December 31, 20

SHF / Silver Hill Trust 2018-SBC1 / Vellar Opportunities Fund Master, Ltd. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

SHF / Silver Hill Trust 2018-SBC1 / Atalaya Capital Management LP Passive Investment

SC 13G/A 1 ACM13GAmendment2SHF.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* SHF Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 824430102 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Che

SHF / Silver Hill Trust 2018-SBC1 / Ionic Ventures, LLC - SC 13G/A Passive Investment

SC 13G/A 1 g084051sch13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* SHF Holdings, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Securities) 824430102 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2024 SHF Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 5, 2024 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

As filed with the Securities and Exchange Commission on December 29, 2023

As filed with the Securities and Exchange Commission on December 29, 2023 Registration No.

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) SHF Holdings, Inc.

SHF Holdings, Inc. Amended and Restated 2022 Equity Incentive Plan

Exhibit 99.1 SHF Holdings, Inc. AMENDED AND RESTATED 2022 EQUITY INCENTIVE PLAN 1. ESTABLISHMENT, EFFECTIVE DATE AND TERM SHF Holdings, Inc. (f/k/a Northern Lights Acquisition Corp.), a Delaware corporation (“Safe Harbor”) has previously established the Northern Lights Acquisition Corp. 2022 Equity Incentive Plan (the “Plan”), effective June 28, 2022. Safe Harbor hereby amends and restates “Plan”)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2023 SHF Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 13, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission Fi

UNITED STATES 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, 2023 ☐ TRANSITION REPORT PURSUANT

UNITED STATES 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, 2023 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: 001-40524 SHF Holdings, In

Safe Harbor Financial to Report Fiscal Third Quarter 2023 Financial Results on November 14, 2023 Company to host conference call after the market closes at 4:30 p.m. ET on November 14th

Exhibit 99.1 Safe Harbor Financial to Report Fiscal Third Quarter 2023 Financial Results on November 14, 2023 Company to host conference call after the market closes at 4:30 p.m. ET on November 14th GOLDEN, Colo., November 7, 2023 - SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a leader in facilitating financial services and credit facilities to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2023 SHF Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission Fi

Safe Harbor Financial Announces Third Quarter and Nine Month 2023 Results Revenue of $4.3 million for the third quarter; Nine-month revenue of $13.1 million Third consecutive quarter of more than $1.0 billion in processed deposits; Loan book value fo

Exhibit 99.2 Safe Harbor Financial Announces Third Quarter and Nine Month 2023 Results Revenue of $4.3 million for the third quarter; Nine-month revenue of $13.1 million Third consecutive quarter of more than $1.0 billion in processed deposits; Loan book value for the quarter increased 123% year-over-year to a record $42.2 million GOLDEN, Colo., November 14, 2023 - SHF Holdings, Inc., d/b/a/ Safe

Safe Harbor Financial Restructures Certain Deferred Consideration Obligations in Connection With 2022 Acquisition of Abaca Agreement Reduces Dilution, Provides Long Term Benefits to Company and Shareholders

Exhibit 99.1 Safe Harbor Financial Restructures Certain Deferred Consideration Obligations in Connection With 2022 Acquisition of Abaca Agreement Reduces Dilution, Provides Long Term Benefits to Company and Shareholders GOLDEN, Colo., October 27, 2023 — SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a leader in facilitating financial services and

Warrant Agreement, dated October 26, 2023, by and among the Company and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 2.2 of the Company’s Current Report on Form 8-K, filed on October 27, 2023).

Exhibit 2.2 Execution Version WARRANT AGREEMENT between SHF HOLDINGS, INC. and Stockholders’ Representative THIS WARRANT AGREEMENT (this “Agreement”), dated as of October 26, 2023 (the “Effective Date”), is by and between SHF Holdings, Inc., a Delaware corporation (the “Company”), and Dan Roda, solely in such individual’s capacity as the representative of the Company Securityholders (the “Stockhol

Second Amendment to Agreement and Plan of Merger, dated October 26, 2023, by and among SHF Holdings, Inc., Merger Sub I, Merger Sub II, Rockview Digital Solutions, Inc. d/b/a Abaca and Dan Roda, solely in such individual’s capacity as the representative of the Abaca security holders (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K, filed on October 27, 2023).

Exhibit 2.1 Execution Version SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER This SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Second Amendment”) dated as of October 26, 2023 (the “Effective Date”), is made and entered into by and among SHF Holdings, Inc., a Delaware corporation (“Parent”), SHF Merger Sub I Inc., a Delaware corporation and a direct wholly-owned subsidiary of Parent (“

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 26, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission Fil

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2023 SHF Holdings, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 28, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Investor Presentation, dated August 27, 2023

Exhibit 99.1

Executive Employment Agreement, dated August 16, 2023, by and between the Company and Tyler Beuerlein (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed on August 22, 2023).

Exhibit 10.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Safe Harbor Financial Announces Second Quarter 2023 Results Revenue of $4.6 million Second consecutive quarter of more than $1.1 billion in processed deposits; monthly average Balances on Deposit increased 60% versus the same period last year Closed

Exhibit 99.2 Safe Harbor Financial Announces Second Quarter 2023 Results Revenue of $4.6 million Second consecutive quarter of more than $1.1 billion in processed deposits; monthly average Balances on Deposit increased 60% versus the same period last year Closed over $15 million in cannabis commercial real estate loans during the quarter GOLDEN, Colo., August 14, 2023 — SHF Holdings, Inc., d/b/a/

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

UNITED STATES 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 June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO S

UNITED STATES 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 June 30, 2023 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: 001-40524 SHF Holdings, Inc. (E

Safe Harbor Financial to Report Fiscal Second Quarter 2023 Financial Results on August 14, 2023 Company to host conference call after the market closes at 4:30 p.m. ET on August 14th

Exhibit 99.1 Safe Harbor Financial to Report Fiscal Second Quarter 2023 Financial Results on August 14, 2023 Company to host conference call after the market closes at 4:30 p.m. ET on August 14th GOLDEN, Colo., August 8, 2023 — SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS) , a leader in facilitating financial services and credit facilities to the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File N

SHF / Silver Hill Trust 2018-SBC1 / Partner Colorado Credit Union Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SHF Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 824430102 (CUSIP Number) Doug Fagan | President / CEO Partner Colorado Credit Union 6221 Sheridan Blvd, Arvada, CO 80003 (303) 422-6221 Name, Address and Te

SHF / Silver Hill Trust 2018-SBC1 / M3 PARTNERS LP Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Shf holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 824430102 (CUSIP Number) May 17, 2023 (Date of Event Which Requires Filing of This Statement

JOINT FILING AGREEMENT

EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock of SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2023 SHF Holdings, Inc. (

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 86-2409612 (Commission File Nu

Commercial Alliance Agreement, dated March 29, 2023, between the Company and Partner Colorado Credit Unit (incorporated by reference to Exhibit 1 of the Company’s Quarterly Report on Form 10-Q, filed on May 15, 2023).

Exhibit 1

Security Agreement, dated March 29, 2023, by and between the Company and Partner Colorado Credit Union (incorporated by reference to Exhibit 3 of the Company’s Quarterly Report on Form 10-Q, filed May 15, 2023).

Exhibit 3

Safe Harbor Financial Announces First Quarter 2023 Financial Results - Processed a record $1.1 billion in deposits; monthly average balances on deposit increased 55% versus the same prior year period - - Increased deposit capacity by up to $1 billion

Exhibit 99.1 Safe Harbor Financial Announces First Quarter 2023 Financial Results - Processed a record $1.1 billion in deposits; monthly average balances on deposit increased 55% versus the same prior year period - - Increased deposit capacity by up to $1 billion through recent Five Star Bank partnership - - Significantly strengthened balance sheet, reduced total debt obligations by more than 60%

Registration Rights Agreement, dated March 29, 2023, by and between the Company and Partner Colorado Credit Union (incorporated by reference to Exhibit 2 of the Company’s Quarterly Report on Form 10-Q, filed May 15, 2023).

Exhibit 2

Results of Operations and Financial Condition, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File Nu

UNITED STATES 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 March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES 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 March 31, 2023 ☐ 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: 001-40524 SHF Holdings, Inc. (Exa

Senior Secured Promissory Note, dated March 29, 2023, by and between the Company and Partner Colorado Credit Union (incorporated by reference to Exhibit 4 of the Company’s Quarterly Report on Form 10-Q, filed May 15, 2023)

Exhibit 4

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

United States Securities and Exchange Commission Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use o

Investor Presentation, dated April 20, 2023.

Exhibit 99.2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Safe Harbor Financial Welcomes Douglas Fagan to Board of Directors

Exhibit 99.1 Safe Harbor Financial Welcomes Douglas Fagan to Board of Directors GOLDEN, Colo., April 20, 2023 — SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a leader in facilitating financial services and credit facilities to the regulated cannabis industry, today announced that it has appointed Douglas Fagan, President and CEO of Partner Colora

Executive Employment Agreement, dated January 10, 2023, by and between the Company and James H. Dennedy (incorporated by reference to Exhibit 10.13 of the Company’s Annual Report on Form 10-K, filed on April 14, 2023).

Exhibit 10.13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 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 001-40524 SHF Holdings, Inc. (Exact

Description of Registered Securities

Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION1 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary of the registered securities of SHF Holdings, Inc. does not purport to be complete and is qualified in its entirety by reference to our second amended and restated certificate of incorporation, as amended, and bylaws, each of which are incorporated

Subsidiaries of the Registrant

Exhibit 21.1 Subsidiaries of SHF Holdings, Inc. Name of Subsidiary Jurisdiction of Organization SHF, LLC d/b/a Safe Harbor Financial Colorado Rockview Digital Solutions, Inc., d/b/a Abaca Delaware

Executive Employment Agreement, dated January 10, 2023, by and between the Company and Donnie Emmi (incorporated by reference to Exhibit 10.12 of the Company’s Annual Report on Form 10-K, filed on April 14, 2023).

Exhibit 10.12

SHF / Silver Hill Trust 2018-SBC1 / Partner Colorado Credit Union Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 SHF Holdings, Inc. (Name of Issuer) Class A Common Stock, $0.0001 par value per share (Title of Class of Securities) 824430102 (CUSIP Number) Doug Fagan | President / CEO Partner Colorado Credit Union 6221 Sheridan Blvd, Arvada, CO 80003 (303) 422-6221 Name, Address and Te

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File N

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (CHECK ONE): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR Commission File Number: 001-40524 For Period Ended: December 31, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Safe Harbor Financial Enters into Agreement to Resolve $64.7 Million in Payment Obligations - Significantly strengthens balances sheet and net worth with a serviceable amount of debt -

Exhibit 99.1 Safe Harbor Financial Enters into Agreement to Resolve $64.7 Million in Payment Obligations - Significantly strengthens balances sheet and net worth with a serviceable amount of debt - GOLDEN, Colo., March 30, 2023 — SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a leader in facilitating banking, payments, and financial services to th

Safe Harbor Financial Announces Preliminary Fourth Quarter and Full Year 2022 Financial Results - Full year revenue increased 34% to $9.4 million, number of active accounts increased 82% to 1040 compared to 2021 - - Recent agreement to resolve $64.7

Exhibit 99.1 Safe Harbor Financial Announces Preliminary Fourth Quarter and Full Year 2022 Financial Results - Full year revenue increased 34% to $9.4 million, number of active accounts increased 82% to 1040 compared to 2021 - - Recent agreement to resolve $64.7 million in payment obligations significantly strengthens balance sheet, strongly positions the Company for further growth in 2023 - GOLDE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

Safe Harbor Financial to Hold Fourth Quarter and Full Year 2022 Earnings Conference Call on Thursday, March 30, 2023

Exhibit 99.1 Safe Harbor Financial to Hold Fourth Quarter and Full Year 2022 Earnings Conference Call on Thursday, March 30, 2023 GOLDEN, Colo., Mar. 28, 2023 - SHF Holdings, Inc., d/b/a/ Safe Harbor Financial (“Safe Harbor” or the “Company”) (NASDAQ: SHFS), a leader in facilitating banking, payments, and financial services to the regulated cannabis industry, today announced that Chief Executive O

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 28, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 16, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated December 9, 2022) SHF HOLDINGS, INC. Primary Offering of Up to 5,750,000 Shares of Class A Common Stock Underlying Public Warrants Secondary Offering of Up to 16,360,000 Shares of Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-267796 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus dated December 9, 2022) SHF HOLDINGS, INC. Primary Offering of Up to 5,750,000 Shares of Class A Common Stock Underlying Public Warrants Secondary Offering of Up to 16,360,000 Shares of Class A Common Stock Underlying Series A Convertible Preferred Up to 1,022,500 Shares of Class A Common Stock

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2023 SHF Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission File

PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated December 9, 2022) SHF HOLDINGS, INC. Primary Offering of Up to 5,750,000 Shares of Class A Common Stock Underlying Public Warrants Secondary Offering of Up to 16,360,000 Shares of Class A Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-267796 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus dated December 9, 2022) SHF HOLDINGS, INC. Primary Offering of Up to 5,750,000 Shares of Class A Common Stock Underlying Public Warrants Secondary Offering of Up to 16,360,000 Shares of Class A Common Stock Underlying Series A Convertible Preferred Up to 1,022,500 Shares of Class A Common Stock

Investor Presentation, dated February 27, 2023.

Exhibit 99.1

Regulation FD Disclosure, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-24

Investor Presentation, dated February 27, 2023.

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2023 SHF Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2023 SHF Holdings, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-40524 90-2409612 (Commission Fi

SHF / Silver Hill Trust 2018-SBC1 / Vellar Opportunities Fund Master, Ltd. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.

SHF / Silver Hill Trust 2018-SBC1 / Ayrton Capital LLC Passive Investment

SC 13G/A 1 formsc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SHF HOLDINGS, INC. (Name of Issuer) Class A Common Stock, $0.0001 par value (Title of Class of Securities) 824430102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

Joint Filing Statement Statement Pursuant to Rule 13d-1(k)(1)

EX-1 2 ex1.htm Exhibit 1 Joint Filing Statement Statement Pursuant to Rule 13d-1(k)(1) The undersigned hereby consent and agree to file a joint statement on Schedule 13G under the Securities Exchange Act of 1934, as amended, with respect to the Class A Common Stock, $0.0001 par value of SHF Holdings, Inc., beneficially owned by them, together with any or all amendments thereto, when and if appropr

SHF / Silver Hill Trust 2018-SBC1 / CITADEL ADVISORS LLC - SC 13G/A Passive Investment

SC 13G/A 1 tm234574-33sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2)* SHF Holdings, Inc. (Name of Issuer) Class A Common Stock, par value $0.0001 per share (the “Share

SHF / Silver Hill Trust 2018-SBC1 / Polar Asset Management Partners Inc. Passive Investment

SC 13G/A 1 SHFNorthernLights.txt Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.1)* (Name of Issuer) SHF Holdings, Inc (Formerly known as NORTHERN LIGHTS ACQUISITION CORP.) (Title of Class of Securities) Class A Common Stock, $0.0001 par value per share (CUSIP Number) 824430102 (Date of Event Which Requires Filing of