{"schema_version":"secwatch.filing_event.v1","accession":"0001493152-23-038458","form_type":"8-K","ticker":"SHFS","cik":"0001854963","company_name":"SHF Holdings, Inc.","filed_at":"2023-10-27T23:59:59+00:00","discovered_at":"2026-05-14T18:03:31.086462+00:00","generated_at":"2026-06-09T07:18:23.284389+00:00","sec_items":["1.01","3.02","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"SHF modifies Abaca merger terms: $2.00/share conversion, 5.84M shares, 5M warrants, $1.5M payment","bullets":["Conversion price fixed at $2.00 for $11.67M stock consideration, issuing 5,835,822 shares (reduced dilution).","Warrants issued for up to 5M shares at $2.00 exercise price; no expiration term specified.","Additional $1.5M payment due October 2025, payable in cash, stock, or combination at company's option.","$3M cash payments for 2023 and 2024 remain unchanged from original agreement.","Abaca stockholders' representative gains right to nominate one director to board for 2024 proxy."],"urls":{"canonical":"https://secwatch.observer/filing/0001493152-23-038458","json":"https://secwatch.observer/filing/0001493152-23-038458.json","markdown":"https://secwatch.observer/filing/0001493152-23-038458.md","text":"https://secwatch.observer/filing/0001493152-23-038458.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1854963/000149315223038458/0001493152-23-038458-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1854963/000149315223038458/form8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-09T07:18:23.284389+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"caa03ecd9352a2222fd3cc9eddb35f0093bc5417","claim":"SHF Holdings, Inc. amended Second Amendment to Agreement and Plan of Merger with Rockview Digital Solutions, Inc., d/b/a Abaca (effective 2023-10-26).","evidence_excerpt":"On October 26, 2023, SHF Holdings, Inc., a Delaware corporation (the “ Company ” or “ SHF ”), entered into: (1) a Second Amendment to Agreement and Plan of Merger (the “ Second Amendment ”) with SHF Merger Sub I, a Delaware corporation and a direct wholly-owned subsidiary of Parent (“ Merger Sub I ”), SHF Merger Sub II, LLC, a Delaware limited liability company and a direct wholly-owned subsidiary of Parent (“ Merger Sub II ” and, together with Merger Sub I, the “ Merger Subs ”), Rockview Digital Solutions, Inc., a Delaware corporation, d/b/a Abaca ( “ Abaca ”), and Dan Roda, solely in such individual’s capacity as the representative of the Company Securityholders (the “ Abaca Stockholders’ Representative ”), and (2) a Warrant Agreement with Continental Stock Transfer & Trust Company (solely as warrant agent to the Warrant Agreement).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1854963/000149315223038458/0001493152-23-038458-index.htm","confidence":0.99,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"merger"},{"label":"Counterparty","value":"Rockview Digital Solutions, Inc., d/b/a Abaca"},{"label":"Effective","value":"2023-10-26"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}