SHF Holdings, Inc. filings document Safe Harbor's cannabis-focused financial technology business, including compliant banking services, lending programs, deposit-related activity, payments initiatives, and services offered to cannabis-related businesses and financial institutions. Current reports record operating results, product and platform announcements, amendments to commercial arrangements, and Nasdaq listing-compliance matters.
The company's SEC record also covers capital structure and governance. Registration and 8-K filings disclose Class A common stock, redeemable warrants, Series B convertible preferred stock, warrant terms, and related registration matters. Proxy materials describe director elections, auditor ratification, board governance, and annual meeting voting, while other filings address code-of-ethics amendments and risk-related disclosure areas tied to a regulated cannabis financial services platform.
SHF Holdings, Inc. said Nasdaq staff determined to delist its common stock and warrants after the common stock had a closing bid of $0.10 or less for 10 consecutive trading days from October 28 through November 10, 2026. Trading suspension is scheduled for November 18, 2026, and a timely hearing request would not delay it. SHF is considering requesting a hearing and presenting a compliance plan that would include a reverse stock split if necessary. The company says it still intends to complete its proposed business combination with Opifex Media Inc.
From October 30 through November 11, SHF issued 63,247,931 common shares upon conversion of 7,730 Series B preferred shares at $0.1210 per share, without additional consideration. Common shares outstanding were 148,760,916 on November 11, compared with 85,512,985 on October 30.
A waiver extended the deadline to file an additional resale registration statement to November 13, 2026, and its effectiveness deadline to February 11, 2027, or March 13, 2027 if the SEC conducts a full review. The waiver covers the missed November 6 filing deadline; no registration failures were deemed to have occurred and no registration delay payments accrued for that failure.
SHF Holdings, Inc. (SHFS) said Nasdaq staff determined to delist its Class A common stock and warrants; trading is scheduled to be suspended at the opening of business on November 18, 2026. Staff cited closing bids of $0.10 or less for 10 consecutive trading days. A timely hearing request would not stay the suspension. SHF is considering a hearing and a plan to regain compliance that could include a reverse stock split if necessary; it still intends to complete its proposed business combination with Opifex Media Inc.
From October 30 through November 11, 2026, SHF issued 63,247,931 common shares upon conversion of 7,730 Series B preferred shares at $0.1210 per share, with no additional consideration; 148,760,916 common shares were outstanding as of November 11, 2026. CREO Investments LLC, as Required Holder, waived the missed filing deadline and extended the additional resale-registration statement filing deadline to November 13, 2026, and the effectiveness deadline to February 11, 2027, or March 13, 2027 if the SEC conducts a full review. No Registration Delay Payments accrued for the missed deadline. SHF intends to file by November 13.
SHF Holdings, Inc. reported third-quarter 2026 revenue of $1,952,285, compared with $1,833,770 a year earlier, and a net loss of $979,394 versus net income of $179,508. For the nine months ended September 30, 2026, revenue was $5,862,464 and net loss was $4,271,846, compared with $5,611,456 revenue and $1,578,406 net loss in 2025.
At September 30, 2026, cash and cash equivalents were $4,396,069, while net cash used in operating activities for the nine months was $4,046,990. SHF disclosed substantial doubt about its ability to continue as a going concern. Revenue under its commercial alliance agreements with PCCU represented 93% of nine-month revenue. SHF's indemnification covers up to 65% of default-related losses on PCCU's CRB loan portfolio; maximum potential guarantee payments were approximately $33.3 million as of September 30, 2026.
SHF raised $1,129,769 from common stock sales under its ELOC during the nine months. It must redeem Series B preferred shares for 25% of the total cash consideration raised under the ELOC.
SHF Holdings, Inc. (SHFS) said it issued a press release announcing financial results for the three months ended September 30, 2026. Chief Executive Officer, Chief Financial Officer and Director Terrance Mendez also sent stockholders a letter discussing the results and a proposed transaction with Opifex Media Inc. SHF may file a Form S-4 registration statement containing proxy and prospectus materials; after it is declared effective, SHF will mail the definitive Proxy Statement/Prospectus to stockholders for a meeting seeking approval of certain transaction-related matters.
SHF Holdings, Inc. (SHFS) reported third-quarter 2026 revenue of $1.95 million, up 6.5% year over year; loan program income rose 70.2% to approximately $869,000, and operating loss narrowed 17.7% to approximately $1.00 million. Net loss was approximately $979,000, compared with net income of $180,000 a year earlier. Cash was $4.40 million as of September 30, 2026, and net cash used in operating activities was $4.05 million for the nine months ended then. Its unaudited statements include a going-concern disclosure, and management said its plans have not alleviated substantial doubt.
From October 22 through November 6, 2026, holders converted 19,529 Series B preferred shares into 131,219,818 common shares; common shares outstanding increased from 1,028,702 on September 30 to 132,248,520 on November 6. Another 7,605 preferred shares remained convertible into a maximum of approximately 62.9 million common shares. An October 23 nonbinding term sheet contemplates Opifex holders owning approximately 85% of the combined company and existing SHF stakeholders approximately 15%, adjustable from 12.5% to 17.5%. Nasdaq granted until April 19, 2027, to regain compliance with the $1 minimum bid price requirement.
SHF Holdings, Inc. (SHFS) issued 60,570,250 shares of Class A common stock from October 24 through October 30, 2026, upon conversion of 7,329 shares of Series B Convertible Preferred Stock. The common shares were issued at a conversion price of $0.1210 per share, and the company received no additional consideration for the conversions. The conversions were made in accordance with the Series B Preferred Stock Certificate of Designation.
SHF stated that on October 26, 2026, common shares issued to Series B holders in unregistered transactions since October 23 exceeded 5% of the shares outstanding as of October 23. Common shares issued and outstanding were 24,942,735 as of October 23, 2026, and 85,512,985 as of October 30, 2026. The company said the conversions were exempt from Securities Act registration under Section 3(a)(9); no commission or other remuneration was paid or given, directly or indirectly, for soliciting the exchanges.
SHF Holdings, Inc. issued 23,914,988 shares of Class A common stock to Series B Convertible Preferred Stock holders through conversions from July 1 through October 23, 2026. SHF said the issuances exceeded 5% of the common shares issued and outstanding as of June 30, 2026.
The shares were issued upon conversion of 6,545 Series B preferred shares at an average conversion price of $0.2737 per share, ranging from $0.1210 to $1.4053; the current conversion price is $0.1210. SHF received no additional consideration. Common shares issued and outstanding totaled 24,942,735 as of October 23, 2026.
Separately, SHF and Opifex Media Inc. announced a non-binding term sheet for a potential business combination. SHF said failure to obtain stockholder approvals, required Series B holder consent or financing could prevent completion.
SHF Holdings, Inc. entered into a non-binding term sheet with Opifex Media Inc. for a proposed combination in which Opifex would become SHF’s wholly owned subsidiary. At closing, Opifex security holders would own 85% and SHF’s existing stakeholders 15% of the combined company on a fully diluted basis, before capital raised or an equity incentive plan reserve; SHF’s allocation could range from 12.5% to 17.5%. The term sheet contemplates an Opifex valuation of not less than $50 million, subject to an independent valuation and fairness opinion.
From July 1 through October 23, 2026, SHF issued 23,914,988 common shares upon conversion of 6,545 Series B preferred shares at an average conversion price of $0.2737; SHF received no additional consideration. The parties intend to negotiate a definitive agreement and close before April 19, 2027, subject to satisfactory due diligence, required approvals and consents, Opifex audited financial statements, financing and other conditions. The term sheet is non-binding except for customary provisions including exclusivity and confidentiality, and does not obligate either party to complete the transaction. Nasdaq granted SHF until April 19, 2027, to regain compliance with its $1.00 minimum bid price requirement.
SHF Holdings, Inc. (SHFS) received an additional 180-calendar-day period, through April 19, 2027, to regain Nasdaq’s minimum closing bid-price requirement of $1.00 per share. The company remains listed on The Nasdaq Capital Market. Nasdaq granted the extension after determining that SHFS met the continued-listing requirement for market value of publicly held shares and other applicable initial-listing requirements, apart from the bid-price rule.
SHFS told Nasdaq it intends to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. Compliance is restored if the closing bid is at least $1.00 per share for 10 consecutive business days during the period. If SHFS has not regained compliance by April 19, 2027, Nasdaq will notify the company that its securities are subject to delisting; SHFS may appeal, but a timely hearing request would not stay a suspension. The company said it will evaluate options to regain compliance.
SHF Holdings, Inc. (SHFS) announced preliminary, unaudited third-quarter 2026 client-deposit metrics. Its trailing 14-day average was approximately $119.3 million as of September 30, 2026, up 7.4% year over year and approximately 25% above the approximately $95.3 million low recorded in May 2025; it was the highest since April 2024. The average rose from $104.6 million as of March 31, 2026, to approximately $108.9 million as of June 30, 2026, up approximately 4.1%, then increased 9.6% sequentially to September 30.
The company estimates the Federal Reserve’s 25-basis-point increase in the federal funds target rate on September 16, 2026, will contribute approximately $150,000 in incremental annualized investment income, assuming September 30 client deposit and loan balances and current arrangements with partner financial institutions remain unchanged. Actual results depend on future balances, partner arrangements and subsequent rate changes, including decreases. These are client deposits held as liabilities by partner financial institutions, not SHF Holdings’ deposits or balance-sheet assets, and deposit changes do not necessarily correspond proportionally to company revenue. The metrics are preliminary, unaudited and subject to quarter-end closing and review; final information may differ materially.