---
schema_version: "secwatch.filing_event.v1"
accession: "0001641172-25-005442"
form_type: "8-K"
ticker: "SHFS"
cik: "0001854963"
company_name: "SHF Holdings, Inc."
filed_at: "2025-04-18T23:59:59+00:00"
generated_at: "2026-05-23T11:14:49.635567+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# SHF Holdings auditor Marcum resigns; cites going concern and material weaknesses

## Summary
- Marcum LLP terminated auditor relationship with SHF Holdings effective April 14, 2025.
- Marcum's reports for FY2023 and FY2024 included a going concern explanatory paragraph.
- Material weaknesses existed in internal controls over revenue recognition, debt/equity accounting, going concern evaluation, and IT.
- No disagreements with Marcum on accounting principles or audit scope during the engagement period.
- Company appointed a replacement auditor on April 18, 2025; client acceptance process ongoing.

## SEC filing metadata
- accession: 0001641172-25-005442
- form_type: 8-K
- ticker: SHFS
- cik: 0001854963
- company_name: SHF Holdings, Inc.
- filed_at: 2025-04-18T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 4.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1854963/000164117225005442/0001641172-25-005442-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1854963/000164117225005442/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001641172-25-005442
- JSON: https://secwatch.observer/filing/0001641172-25-005442.json
- Plain text: https://secwatch.observer/filing/0001641172-25-005442.txt

## Key facts
- Auditor Changes
  SHF Holdings, Inc. dismissed Marcum LLP as its auditor.
  - Action: dismissal
  - Auditor: Marcum LLP
  source text: (a) Dismissal of previous independent registered public accounting firm . On April 14, 2025, the Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of SHF Holdings, Inc. (the “Company”) was notified by Marcum LLP (“Marcum”) that the auditor relationship between the Company and Marcum is terminated, effective April 14, 2025. Marcum audited the Company’s financial statements for the years ended December 31, 2024 and 2023 (the “Engagement Period”). The reports of Marcum on such financial statements did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainty, audit scope or accounting principles, with the exception that said report included an explanatory paragraph regarding the uncertainty of the Company’s ability to continue as a going concern. During the Engagement Period, and the subsequent interim period from
  evidence_url: https://www.sec.gov/Archives/edgar/data/1854963/000164117225005442/0001641172-25-005442-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.