SHF Holdings, Inc. — fact timeline

SHF Holdings, Inc. reported for the first quarter ended March 31, 2026 results: revenue $1,975,439, net income Net Loss $ (1,779,217 ).

“$ 8,235,908 First Quarter 2026 Income Statement Highlights Three Months Ended March 31, 2026 (Unaudited) Three Months Ended March 31,2025 (Unaudited) Total Revenue $ 1,975,439 $ 1,932,352 Total Operating Expenses $ 3,738,795 $ 3,923,847 Operating Loss $ (1,763,356 ) $ (1,991,495 ) Net Loss $ (1,779,217 ) $ (827,199 ) ● Revenue was approximately $2.0”

Richard Carleton departed as Director at SHF Holdings, Inc..

“On May 8, 2026, Richard Carleton informed the board of directors (the “Board”) of SHF Holdings, Inc. (the “Company”) of his decision not to be considered for reelection to the Board at the Company’s 2026 annual meeting of stockholders.”

SHF Holdings, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“April 22, 2026, SHF Holdings, Inc. (the “Company”) received a letter from the listing qualifications department staff of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that for the last 30 consecutive business”

SHF Holdings, Inc. reported financial results for the fiscal year and fourth quarter ended December 31, 2025.

“On April 16, 2026, SHF Holdings, Inc. (the "Company") issued a press release announcing its financial results for the fiscal year and fourth quarter ended December 31, 2025.”

SHF Holdings, Inc.: Amendments to the Code of Ethics and Business Conduct clarifying anti-bribery/anti-corruption laws, Business Courtesy policy, and consultant/agent/distributor retention policy (effective 2026-03-30).

“On March 30, 2026, the Board of Directors of the Company approved amendments to the Company’s Code of Ethics and Business Conduct (the “Code”), which applies to all directors, officers and employees of the Company.”

SHF Holdings, Inc. reported preliminary financial results for the fourth quarter and full year ended December 31, 2025.

“SHF Holdings, Inc. (the “Company”) issued a press release announcing its preliminary financial results for its 2025-year end and fourth quarter ended December 31, 2025.”

SHF Holdings, Inc. entered into Second Amended and Restated Commercial Alliance Agreement with Partner Colorado Credit Union (effective 2026-02-04).

“On February 4, 2026, SHF Holdings, Inc. (the “Company”) and Partner Colorado Credit Union (“PCCU”) entered into that certain Second Amended and Restated Commercial Alliance Agreement (the “Second Amended CAA”), effective as of October 1, 2025, which extends the term set forth in the Amended and Restated Commercial Alliance Agreement, dated December 30, 2024, by and between the Company and PCCU (the “First Amended CAA”), through and including December 31, 2031, with an automatic renewal for subsequent periods of two years each”

SHF Holdings, Inc.: Increased authorized shares of common stock from 130,000,000 to 1,000,000,000 (effective 2025-11-06).

“On November 6, 2025, at the Special Meeting (as defined below), the stockholders of SHF Holdings, Inc. (the “Company”) approved an amendment (the “Authorized Shares Amendment”) to the Company’s Certificate of Incorporation (as amended and/or restated to date, the “Certificate of Incorporation”) to increase the number of authorized shares of the Company’s common stock from 130,000,000 to 1,000,000,000 (the “Authorized Shares Amendment Proposal”).”

SHF Holdings, Inc. issued 31,052 shares of Series B Convertible Preferred Stock of preferred stock to multiple investors (the Buyers) for aggregate purchase price of approximately $28.8 million, including cancellation of outstanding indebtedness, amounts owed, and transfer of assets; net proceeds.

“$7.7644 per share, subject to adjustment as provided therein. The aggregate purchase price paid by the Buyers to the Company pursuant to the Purchase Agreement was approximately $28.8 million, resulting in approximately $6.3 million in additional cash to the Company. This purchase price includes certain Buyers that paid for the securities acquired pursuant to the”

SHF Holdings, Inc.: Filed Certificate of Designation for Series B Convertible Preferred Stock (effective 2025-09-30).

“On September 30, 2025, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of the Series B Convertible Preferred Stock (the “Certificate of Designation”) with the Secretary of State of the State of Delaware in connection with the Purchase Agreement referenced in Item 1.01 above.”

SHF Holdings, Inc. incurred convertible notes of $125,000 with an accredited investor at 20% original issue discount maturing August 2026.

“On September 9, 2025, the Company issued an additional Note to an accredited investor (the “Investor”) in the principal sum of $125,000 (the “September Note”).”

SHF Holdings, Inc. incurred convertible notes of $562,500 with certain accredited investors maturing August 2026.

“closed an offering of Convertible Promissory Notes (the “Notes”) that were issued to certain accredited investors (the “Investors”) with a maturity date of August 2026, a 20% original issue discount and an aggregate principal sum of $562,500.”

SHF Holdings, Inc. reported that prior financial statements should not be relied upon.

“should no longer be relied upon due to an error in the calculation of stock-based compensation expense.”

SHF Holdings, Inc. reported that prior financial statements should not be relied upon.

“reviously filed with the Securities and Exchange Commission on May 16, 2025, should no longer be relied upon due to an error in the calculation of stock-based compensation expense. Similarly, any previously issued or filed reports, press releases, earnings releases, and investor presentations or other communications describing the Company’s financial statements and other related financial information covering the Non-Reliance Period should no longer be relied upon. The fair value of certain stock option awards was not calculated correctly for the Non-Reliance Period. The Black-Scholes option pricing model contained incorrect inputs, specifically for the expected term and stock price, which required adjustment to properly determine the fair value of the awards. This restatement is expected to result in an increase of approximately $500,000 to previously reported operating”

Donald Emmi departed as Chief Legal Officer at SHF Holdings, Inc..

“On May 22, 2025, Donald Emmi, the Chief Legal Officer of the Company, informed the Company that he is resigning from his role at the Company effective June 6, 2025.”

Francis A. Braun III was appointed as Class I Director at SHF Holdings, Inc..

“On May 2, 2025, the Board appointed Francis A. Braun III as a Class I director.”

Karl Racine resigned as Director at SHF Holdings, Inc..

“On May 2, 2025, Karl Racine informed SHF Holdings, Inc. (the “Company”) of his decision to resign from his position as a director of the Company and as a member of the Board of Director’s (the “Board”) Nomination and Governance Committee effective immediately.”

SHF Holdings, Inc. engaged Macias Gini & O’Connell LLP as its auditor.

“On April 28, 2025, the Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of SHF Holdings, Inc. (the “Company”) approved the engagement of Macias Gini & O’Connell LLP (“MGO”) as the Company’s independent registered public accounting firm, effective April 28, 2025, to audit the Company’s consolidated financial statements for the year ending December 31, 2025.”

Terrance Mendez was appointed as interim Chief Financial Officer at SHF Holdings, Inc..

“In the interim, the Board has appointed Terrance Mendez, Chief Executive Officer of the Company, as interim Chief Financial Officer effective on the Resignation Date.”

James H. Dennedy resigned as Chief Financial Officer at SHF Holdings, Inc..

“On April 28, 2025, James H. Dennedy, Chief Financial Officer of the Company, informed the Company that he intends to resign from his role at the Company, to be effective June 6, 2025”

SHF Holdings, Inc. dismissed Marcum LLP as its auditor.

“(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”

SHF Holdings, Inc. received a nasdaq deficiency notice notice regarding stockholders equity (rules 5550(b)(1)).

“April 7, 2025, the Company received a letter from Nasdaq indicating that the Company was not in compliance with Nasdaq’s Listing Rule 5550(b)(1) because the Company’s shareholders’ equity for the year ended December 31, 2024, as reported in the Company’s Current Report on Form 8-K on April 1, 2025, was below the minimum shareholders’ equity requirement of $2,500,000 (the “Shareholders’ Equity Requirement”). The Notice had no immediate effect on the Company’s continued listing on Nasdaq, subject to the Company’s compliance with the other continued listing requirements. In accordance with Nasdaq”

SHF Holdings, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“on April 10, 2025, a Form 25-NSE will be filed with the SEC, which will remove the Company’s securities from listing and registration on The Nasdaq Stock Market. On April 7, 2025, the Company received a letter from Nasdaq indicating that the Company was not in compliance with Nasdaq’s Listing Rule 5550(b)(1) because the Company’s shareholders’ equity for the year ended December 31, 2024, as reported in the Company’s Current Report on Form 8-K on April 1, 2025, was below the minimum shareholders’ equity requirement of $2,500,000 (the “Shareholders’ Equity Requirement”). The Notice had no immed”

SHF Holdings, Inc.: Filed Certificate of Amendment to effect a 1-for-20 reverse stock split of Class A common stock (effective 2025-03-24).

“Accordingly, on March 20, 2025, the Company filed Certificate of Amendment (the “Amendment”) to its Second Amended and Restated Certificate of Incorporation (as amended to date, the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware to effect a one-for-twenty (1-for-20) reverse stock split (the “Reverse Stock Split”) of its Class A Common Stock, which the Company expects will become effective on March 24, 2025 at 12:01 am Eastern Time (the “Effective Time”).”

Tyler Beuerlein resigned as Chief Strategic Business Development Officer at SHF Holdings, Inc..

“On March 3, 2025, Mr. Tyler Beuerlein notified SHF Holdings, Inc. (the “Company”) of his decision to resign from his position as the Chief Strategic Business Development Officer, effective March 17, 2025.”

Terry Mendez changed role as Chief Executive Officer at SHF Holdings, Inc..

“Effective upon Ms. Seefried’s resignation, Mr. Mendez’ shall no longer be the Company’s Co-CEO and shall assume the title of the Company’s sole Chief Executive Officer.”

Sundie Seefried resigned as co-Chief Executive Officer at SHF Holdings, Inc..

“Ms. Sundie Seefried notified the board of directors (the “Board”) of SHF Holdings, Inc. (the “Company”) of her intention to resign from her position as co-Chief Executive Officer effective February 28, 2025.”

Sundie Seefried changed role as Co-Chief Executive Officer at SHF Holdings, Inc..

“and changed the title of Sundie Seefried, previously the Company’s Chief Executive Officer, to the Company’s other Co-Chief Executive Officer.”

Terrance Mendez was appointed as Co-Chief Executive Officer at SHF Holdings, Inc..

“Effective January 21, 2025, SHF Holdings, Inc. (the “Company”) hired and appointed Terrance Mendez as the Company’s Co-Chief Executive Officer (“Co-CEO”),”

Daniel Roda departed as Chief Credit Officer at SHF Holdings, Inc..

“On October 14, 2024, the independent directors of board of directors of SHF Holdings, Inc. (the “Company”) approved a paid administrative leave of absence for Daniel Roda in his position as Chief Credit Officer of the Company pending an internal review to be conducted by an independent committee of the board of directors of the Company.”

Daniel Roda changed role as Chief Credit Officer at SHF Holdings, Inc..

“the amendment to Mr. Roda’s Employment Agreement extends the term of his employment through June 30, 2025, as well as transitioning Mr. Roda into the newly created role of Chief Credit Officer.”

SHF Holdings, Inc. reported first quarter ended March 31, 2024 results: revenue approximately $4.1 million, net income approximately $2.0 million.

“announced today its financial results for the first quarter ended March 31, 2024. First Quarter 2024 Financial & Operational Summary ● Net Income increased 245% to approximately $2.0 million, compared to a net loss of approximately $1.4 million in the same period of 2023; ● Revenue was approximately $4.1 million, compared to approximately $4.2 million for the first quarter of 2023;”

Sundie Seefried was appointed as Director at SHF Holdings, Inc..

“In order to fill the vacancy on the Board created by Mr. Darwin’s resignation, on April 14, 2024, the Board appointed the Company’s Chief Executive Officer, Sundie Seefried as a member of the Board.”

John Darwin resigned as Director at SHF Holdings, Inc..

“On April 10, 2024, the Board accepted John Darwin’s resignation from his position as a member of the Board.”

SHF Holdings, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“April 5, 2024, SHF Holdings, Inc. (the “Company”) received a letter from the listing qualifications department staff of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that for the last 30 consecutive business days, the Company did not maintain a minimum closing bid price of $1.00 per share for its common stock, as required by Nasdaq Marketplace Rule 5550(a)(2). The notice has no immediate effect on the listing of the Company’s common stock or warrants, and the Company’s common stock and warrants continue to trade on The Nasdaq Capital Market under the symbols “SHFS” and “SHFSW,” resp”

SHF Holdings, Inc. reported preliminary financial results for the fourth quarter and full year ended December 31, 2023.

“On April 1, 2024, SHF Holdings, Inc. (the “Company”) issued a press release announcing its preliminary earnings and other financial results for its fourth quarter and full year ended December 31, 2023”

SHF Holdings, Inc. updated its three- and nine-month results for the period ended September 30, 2023 guidance (raised).

“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 its three- and nine-month results for the period ended September 30, 2023 (“Q3 2023”).”

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).

“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).”

SHF Holdings, Inc. received a nasdaq extension granted notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“September 13, 2023, SHF Holdings, Inc. (the “Company”) received notice from the Nasdaq Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market LLC (“Nasdaq”) advising that the Staff determined the Company is eligible for an additional 180 calendar day period, or until March 11, 2024, to regain compliance with its minimum bid price requirement rule under Rule 5550(a)(2) (the “Minimum Bid Price Requirement”) pursuant to the Nasdaq Listing Rule 5810(c)(3)(A). The notification has no immediate effect on the listing of the Company’s common stock, and its common stock will continu”

SHF Holdings, Inc. reported the quarter ended June 30, 2023 results: revenue $4.6 million.

“. Cautionary Statement Regarding --- EX-99.2 () --- EX-99.2 3 ex99-2.htm 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”

SHF Holdings, Inc. terminated Master Services and Revenue Sharing Agreement with Central Bank (effective 2023-10-01).

“On July 20, 2023, SHF Holdings, Inc. (the “Company”) agreed to terminate the Master Services and Revenue Sharing Agreement with Central Bank. Under the agreement, Company provided expertise and intellectual property that allowed Company and Central Bank to jointly serve the deposit banking needs of cannabis related businesses primarily located in Arkansas. The agreement was originally executed by Rockview Digital Solutions, LLC, which was acquired by the Company in October 2022. The parties have agreed that termination will be effective as of October 1, 2023, allowing for an orderly transition that will have minimal impact on customer operations.”

SHF Holdings, Inc. shareholders approved Ratification of Auditors — The appointment of Marcum LLP as the Company’s independent auditors for the 2023 fiscal year at the 2023-05-18 meeting.

“Proposal 2 — Ratification of Auditors — The appointment of Marcum LLP as the Company’s independent auditors for the 2023 fiscal year.”

SHF Holdings, Inc. shareholders approved Election of Class II Directors at the 2023-05-18 meeting.

“Proposal 1 — Election of Class II Directors — The election of the following three directors to the Company’s board of directors to serve as Class II directors for a term of three years expiring at the annual meeting of stockholders to be held in 2026 or until each such director’s successor has been duly elected and qualified”

SHF Holdings, Inc. reported the quarter ended March 31, 2023 results: revenue $4.2 million, net income $1.4 million. Guidance initiated.

“For the quarter ended March 31, 2023, total revenue increased to $4.2 million, compared to $1.7 million in the prior year period, primarily due to higher investment and Deposit, Activity and Onboarding income. First quarter 2023 operating expense increased to $5.8 million, compared to $1.2 million in the prior year period, primarily driven by significantly higher compensation and employee benefits; stock-based compensation expense, professional service expenses; advertising and marketing expense; amortization and depreciation expense; and business insurance. 2 Net loss for Q1 2023 was $1.4 million, compared to net income of $0.5 million in the prior year period, primarily due to increased operating expenses and the loss in value of several of the financial instruments placed in connection with the business combination transaction with Northern Lights Acquisition Corp.”

Douglas M. Fagan was appointed as Class III Director at SHF Holdings, Inc..

“the Board of Directors (the “Board”) of SHF Holdings, Inc. (the “Company”) appointed Mr. Douglas M. Fagan to fill a vacancy on the Board, effective immediately.”

Joshua Mann departed as director at SHF Holdings, Inc..

“Effective April 1, 2023, Joshua Mann has resigned from the Board of Directors of SHF Holdings, Inc. (the “Company”). Mr. Mann’s resignation was not due to any disagreement with the Company, its Board of Directors, or management on any matter related to the Company’s operations, policies, or practices.”

SHF Holdings, Inc. entered into Commercial Alliance Agreement with Partner Colorado Credit Union (effective 2023-03-29).

“A Commercial Alliance Agreement (the “Alliance Agreement”) that sets forth the terms and conditions of the lending-related and account-related services governing the relationship between the Company and PCCU from and after the date of the transactions.”

SHF Holdings, Inc. entered into Securities Issuance Agreement with Partner Colorado Credit Union valued at 11,200,000 shares (effective 2023-03-29).

“A Securities Issuance Agreement, pursuant to which the Company will issue 11,200,000 shares of the Company’s Class A Common Stock (the “Shares”) to PCCU.”

SHF Holdings, Inc. entered into Senior Secured Promissory Note with Partner Colorado Credit Union valued at $14,500,000 (effective 2023-03-29).

“On March 29, 2023, the Company and PCCU entered into the following definitive transaction documents to settle and restructure the Deferred Obligation:: ● A five-year Senior Secured Promissory Note (the “Note”) in the principal amount of $14,500,000 bearing interest at the rate of 4.25% and a Security Agreement”

SHF Holdings, Inc. reported the quarter ended December 31, 2022 results: revenue $3.6 million, net income $37.0 million.

“For the quarter ended December 31, 2022, total revenue increased to $3.6 million”