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SHF Holdings (SHFS) SEC Filings, Mar-May 2026

SHFS NASDAQ

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.

Rhea-AI Summary

SHF Holdings, Inc. has filed a Form S-1 registering 22,598,184 shares of Class A common stock for resale by selling stockholders. This includes 21,517,377 shares underlying Series B Warrants at a temporarily reduced exercise price of $0.65 and 1,080,807 shares issued to Partner Colorado Credit Union.

The company will not receive proceeds from stockholder resales but could receive up to approximately $15.3 million if all Series B Warrants are exercised for cash. The filing highlights sharp revenue declines, a substantial doubt going-concern warning tied to recurring losses, significant 65% loan-loss indemnification exposure under the Second Amended CAA, and heightened Nasdaq delisting risk from a sub‑$1.00 share price and a proposed $5 million minimum market cap rule.

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Rhea-AI Summary

SHF Holdings, Inc. is temporarily lowering the economics on a prior financing. The company voluntarily reduced the conversion price of its Series B Convertible Preferred Stock to $0.65 per share from May 6, 2026 through July 31, 2026.

It also reduced the cash exercise price of the related Series B Warrants to $0.65 per share, effective during a period that will run from SEC effectiveness of a planned Form S-1 registration statement until July 31, 2026. The Board and the Required Holder under the Securities Purchase Agreement approved these temporary changes and may delay the start of the reduction periods if needed to comply with applicable laws and regulations.

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Form 8-K
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SHF Holdings, Inc. (Safe Harbor) filed an 8-K to highlight the expansion of its lending platform for cannabis-related businesses. The company is adding products such as commercial real estate financing, working capital loans, equipment financing, cash flow lending, bridge loans, sale-leasebacks, business acquisition financing, and loan syndications.

Safe Harbor works with private credit funds, family offices and institutional partners to match qualified cannabis operators, ancillary businesses and investors with capital sources. The expansion follows a cannabis-focused 401(k) launch and supports the firm’s broader goal of providing integrated banking, payments, financial operations support and growth capital on a single platform, while reiterating standard forward-looking statement cautions.

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Rhea-AI Summary

SHF Holdings, Inc. received a Nasdaq notice that its Class A common stock has closed below $1.00 for 30 consecutive business days, triggering a 180-day grace period until October 19, 2026 to regain compliance by maintaining a bid of at least $1.00 for 10 straight trading days.

The company also reported board changes: director Sundie Seefried resigned and Tyler Klimas and Sean Tonner were appointed, with the board size increasing from five to six seats.

In ongoing litigation over its Abaca acquisition, a Colorado court denied the company’s summary judgment motion and granted counterclaim plaintiffs’ motions on the validity of a Second Amendment and a related breach of the merger agreement, with damages and a disputed $3.0 million second-anniversary payment to be determined later.

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Rhea-AI Summary

SHF Holdings, Inc., doing business as Safe Harbor, announced the launch of the Safe Harbor Retirement Plan, a pooled employer 401(k) plan built specifically for state-legal cannabis businesses and companies that serve them. The plan aims to give cannabis employers and employees more stable, compliant access to retirement benefits, using collective investment trusts structured to fit applicable laws.

This new retirement offering broadens Safe Harbor’s financial solutions platform, which already includes employee banking and payroll and HR support through acquired and partnered providers. The first adopting employer is Safe Harbor itself. The company notes it has facilitated more than $35.4 billion in cannabis-related transactions across 41 states and territories through its Cannabis Banking Solutions platform and partner financial institutions.

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Rhea-AI Summary

SHF Holdings, Inc., which operates as Safe Harbor Financial, reported 2025 results showing a major balance sheet turnaround but weaker revenue and profitability. The company eliminated substantially all of its about $18 million of debt in a September 30, 2025 recapitalization and ended 2025 with $6.8 million in cash and cash equivalents.

Total stockholders’ equity improved to a positive $8.2 million at December 31, 2025, compared with a stockholders’ deficit of $(12.3) million a year earlier, while total liabilities fell to $9.0 million from $25.5 million. Working capital moved from a deficit to a surplus of about $5.7 million.

On the income side, full-year 2025 revenue was $7.7 million, down from $15.2 million in 2024, and the company recorded a net loss of $2.2 million versus a $48.3 million loss in 2024 that included a very large tax expense and impairment charges. Adjusted EBITDA declined to a $(3.9) million loss from a $2.9 million gain. However, in the fourth quarter of 2025, loan program income rose 70% sequentially, total revenue grew 12% from the third quarter, and operating expenses declined 10% after excluding a success-based employee bonus, signaling improving operating leverage as the company expands beyond core banking and lending into insurance, payments, and consulting solutions.

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Rhea-AI Summary

SHF Holdings, Inc. files its annual report describing a niche financial services platform focused on providing compliant banking and lending infrastructure to cannabis-related businesses through partner institutions, primarily Partner Colorado Credit Union (PCCU).

The company has helped process approximately $35.4 billion of cannabis-related deposits across 41 states and territories and relies heavily on its Second Amended Commercial Alliance Agreement with PCCU, which supplies most revenue but also requires SHF to indemnify up to 65% of loan losses. Management highlights substantial doubt about the company’s ability to continue as a going concern after a $5.4 million operating loss and negative operating cash flow, partly mitigated by a September 2025 recapitalization that eliminated about $18 million of debt, raised $6.7 million of new capital, and established a $150 million equity line of credit.

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Rhea-AI Summary

SHF Holdings, Inc. d/b/a Safe Harbor Financial reported preliminary unaudited 2025 results showing total revenue of $7, down 50% from $15 in 2024. Deposit and activity income fell to $4 from $6, loan program income to $2 from $6, and investment income to $1 from $2.

In Q4 2025, total revenue was $2, up from $1 in Q3 2025, a 12% sequential increase tied to improved terms under the Second Amended Commercial Alliance Agreement with PCCU, which raised the Company’s loan program income share to up to 65% and extended the relationship through December 31, 2031.

Safe Harbor’s balance sheet strengthened, with cash and cash equivalents rising to $6 from $2 and total debt falling to $0 from $18, following a September 2025 recapitalization that eliminated approximately $18.3 million of debt and raised $6.8 million of new capital. The Company also reports that a majority of previously identified material weaknesses were remediated and has filed a Notification of Late Filing on Form 12b-25, expecting to file its Form 10-K within the fifteen-calendar-day extension period.

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Rhea-AI Summary

SHF Holdings, Inc. filed a Form 12b-25 notifying the SEC it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 because a significant 2026 transaction requires recognition in the 2025 financial statements. The company expects to file within the 15-calendar-day extension provided by Rule 12b-25.

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Rhea-AI Summary

SHF Holdings, Inc., doing business as Safe Harbor, reported that average deposit balances in emerging U.S. cannabis markets grew 29% over the twelve months ended February 4, 2026, lifting its total average deposit balances by 4.5%.

Emerging U.S. markets now account for 31% of the company’s average deposit balances, supported by more than 100 new customer depository accounts and increased deposits from existing clients in high‑growth states including New York, New Jersey, Illinois, Florida, Ohio, and Kentucky.

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FAQ

How many SHF Holdings (SHFS) SEC filings are available on StockTitan?

StockTitan tracks 71 SEC filings for SHF Holdings (SHFS), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for SHF Holdings (SHFS)?

The most recent SEC filing for SHF Holdings (SHFS) was filed on May 6, 2026.