SHF Holdings stake trimmed to 4.77% by M3 group

SHF Holdings, Inc. received an amended institutional ownership report from M3 Funds, LLC, M3 Partners, L.P., M3F, Inc., Jason A. Stock, and William C. Waller regarding its Class A Common Stock.

Rhea-AI Filing Summary

SHF Holdings, Inc. received an amended institutional ownership report from M3 Funds, LLC, M3 Partners, L.P., M3F, Inc., Jason A. Stock, and William C. Waller regarding its Class A Common Stock. The group reports beneficial ownership of 308,000 shares, representing 4.77% of the class, with shared voting and dispositive power over all reported shares. The filing states that the group now holds 5 percent or less of this class of securities.

Key Figures

Shares beneficially owned: 308,000 shares Percent of class owned: 4.77% Ownership threshold status: 5 percent or less +1 more

4 metrics

Shares beneficially owned 308,000 shares Class A Common Stock beneficially owned by the M3 reporting group

Percent of class owned 4.77% Percentage of SHF Holdings Class A Common Stock reported by the M3 group

Ownership threshold status 5 percent or less Ownership of 5 percent or less of the class disclosed in Item 5

CUSIP 824430300 CUSIP for SHF Holdings, Inc. Class A Common Stock

Key Terms

beneficial ownership, shared voting power, shared dispositive power, percent of class, +1 more

5 terms

beneficial ownership financial

"All of the reported shares are owned directly by M3 Partners...could each be deemed to be indirect beneficial owners"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

shared voting power financial

"Shared Voting Power 308,000.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 308,000.00"

percent of class financial

"Percent of class: The responses of each Reporting Person to row 11"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

investment adviser financial

"whose investment adviser is M3F, Inc. (the "Investment Adviser")"

An investment adviser is a person or firm that professionally manages money and gives recommendations about buying, selling, or holding investments. Like a financial coach or guide, they have a legal duty to act in a client's best financial interest, so their advice, fees and potential conflicts can directly affect returns and risk — making their role important for investors who want informed, accountable help with portfolios.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What ownership stake in SHFS does the M3 group report in this Schedule 13G/A?

The M3 group reports beneficial ownership of 308,000 SHF Holdings Class A shares, representing 4.77% of the outstanding class. All reported shares are held directly by M3 Partners, L.P., with related entities and individuals deemed indirect beneficial owners.

Which entities and individuals are included in the M3 filing for SHFS?

The filing lists M3 Funds, LLC, M3 Partners, L.P., M3F, Inc., Jason A. Stock, and William C. Waller as Reporting Persons. M3 Partners directly owns the shares, while the other parties may be deemed indirect beneficial owners through control roles.

Does the M3 group hold 5% or more of SHFS Class A Common Stock?

No. The M3 group reports beneficial ownership of 4.77% of SHF Holdings’ Class A Common Stock. The filing explicitly notes ownership of 5 percent or less of the class, indicating the stake is below the 5% threshold.

What voting and dispositive powers over SHFS shares does the M3 group report?

Each Reporting Person reports 0 shares with sole voting and dispositive power and 308,000 shares with shared voting and shared dispositive power. This means voting and disposition authority over all reported shares is shared among the reporting group.

Where are SHFS and the M3 Reporting Persons based according to this filing?

SHF Holdings’ principal executive offices are at 1526 Cole Boulevard, Suite 250, Golden, CO 80401. All Reporting Persons list their principal business office as 2070 E 2100 S, Suite 250, Salt Lake City, UT 84109, with entities organized in Delaware and Utah.

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Available on EDGAR 08/11/2026 - 12:14 PM Accepted by SEC EDGAR 08/11/2026 - 12:13 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

SHF HOLDINGS, INC.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

824430300

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 824430300

1

Names of Reporting Persons

M3 Funds, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 308,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 308,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

308,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.77 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Limited Liability Company

SCHEDULE 13G

CUSIP Number(s): 824430300

1

Names of Reporting Persons

M3 Partners, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 308,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 308,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

308,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.77 %

12

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13G

CUSIP Number(s): 824430300

1

Names of Reporting Persons

M3F, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UTAH

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 308,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 308,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

308,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.77 %

12

Type of Reporting Person (See Instructions)

IA, CO

SCHEDULE 13G

CUSIP Number(s): 824430300

1

Names of Reporting Persons

Jason A. Stock

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 308,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 308,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

308,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.77 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

CUSIP Number(s): 824430300

1

Names of Reporting Persons

William C. Waller

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 308,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 308,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

308,000.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.77 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: SHF HOLDINGS, INC.
(b)	Address of issuer's principal executive offices: 1526 Cole Boulevard, Suite 250, Golden, CO 80401
Item 2.
(a)	Name of person filing: M3 Funds, LLC M3 Partners, LP M3F, Inc. Jason A. Stock William C. Waller
(b)	Address or principal business office or, if none, residence: For all persons filing, 2070 E 2100 S, Suite 250, Salt Lake City, UT 84109
(c)	Citizenship: M3 Funds, LLC is a Delaware limited liability company M3 Partners, LP is a Delaware limited partnership M3F, Inc. is a Utah corporation Mr. Stock and Mr. Waller are United States citizens
(d)	Title of class of securities: Class A Common Stock
(e)	CUSIP No.: 824430300
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The responses of each Reporting Person to row 9 of the cover pages of this Schedule 13G are incorporated by reference into this Item 4. All of the reported shares are owned directly by M3 Partners, L.P. ("M3 Partners"), whose general partner is M3 Funds, LLC (the "General Partner") and whose investment adviser is M3F, Inc. (the "Investment Adviser"). The General Partner and the Investment Adviser could each be deemed to be indirect beneficial owners of the reported shares, and could be deemed to share such beneficial ownership with M3 Partners. Jason A. Stock and William C. Waller are the managers of the General Partner and the managing directors of the Investment Adviser, and could be deemed to share such indirect beneficial ownership with the General Partner, the Investment Adviser and M3 Partners.
(b)	Percent of class: The responses of each Reporting Person to row 11 of the cover pages of this Schedule 13G are incorporated by reference into this Item 4.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: The responses of each Reporting Person to row 5 of the cover pages of this Schedule 13G are incorporated by reference into this Item 4.
	(ii) Shared power to vote or to direct the vote: The responses of each Reporting Person to row 6 of the cover pages of this Schedule 13G are incorporated by reference into this Item 4.
	(iii) Sole power to dispose or to direct the disposition of: The responses of each Reporting Person to row 7 of the cover pages of this Schedule 13G are incorporated by reference into this Item 4.
	(iv) Shared power to dispose or to direct the disposition of: The responses of each Reporting Person to row 8 of the cover pages of this Schedule 13G are incorporated by reference into this Item 4.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

M3 Funds, LLC

Signature:	/s/ Jason A. Stock
Name/Title:	Jason A. Stock, Manager
Date:	08/10/2026

M3 Partners, LP

Signature:	By: M3 Funds, LLC, General Partner /s/ Jason A. Stock
Name/Title:	Jason A. Stock, Manager
Date:	08/10/2026

M3F, Inc.

Signature:	/s/ Jason A. Stock
Name/Title:	Jason A. Stock, Managing Director
Date:	08/10/2026

Jason A. Stock

Signature:	/s/ Jason A. Stock
Name/Title:	Jason A. Stock
Date:	08/10/2026

William C. Waller

Signature:	/s/ William C. Waller
Name/Title:	William C. Waller
Date:	08/10/2026