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Filing Details

Accession Number:: 0001493152-24-050474
Form Type:: 5
Zero Holdings:: No
Publication Time:: 2024-12-17 17:40:26
Reporting Period:: 2023-12-31

Accepted Time:: 2024-12-17 17:40:26
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1854963	Shf Holdings Inc.	SHFS	Finance Services (6199)	862409612

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1935358	Sundie Seefried	C/O Shf Holdings, Inc. 1526 Cole Blvd, Suite 250 Golden CO 80401	Chief Executive Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Acquisiton	2023-05-09	183,333	$0.00	549,999	No	5	A	Direct
Class A Common Stock	Acquisiton	2023-07-12	970,000	$0.50	1,519,999	No	5	P	Direct
Class A Common Stock	Acquisiton	2023-12-01	2,239	$0.75	1,522,238	No	5	P	Direct
Class A Common Stock	Acquisiton	2023-12-04	26,342	$0.79	1,548,580	No	5	P	Direct
Class A Common Stock	Acquisiton	2023-12-05	21,900	$0.88	1,570,480	No	5	P	Direct
Class A Common Stock	Acquisiton	2023-12-07	27,100	$0.96	1,597,580	No	5	P	Direct
Class A Common Stock	Acquisiton	2023-12-08	3,700	$0.99	1,601,280	No	5	P	Direct
Class A Common Stock	Acquisiton	2023-12-11	5,200	$0.94	1,606,480	No	5	P	Direct
Class A Common Stock	Acquisiton	2023-12-14	24,700	$0.93	1,631,180	No	5	P	Direct
Class A Common Stock	Acquisiton	2023-12-31	22,900	$0.00	1,654,080	No	5	M	Direct
Class A Common Stock	Disposition	2023-12-31	7,900	$1.42	1,646,180	No	5	F	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	5	A	Direct
No	5	P	Direct
No	5	P	Direct
No	5	P	Direct
No	5	P	Direct
No	5	P	Direct
No	5	P	Direct
No	5	P	Direct
No	5	P	Direct
No	5	M	Direct
No	5	F	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Restricted Stock Units	Acquisiton	2023-01-10	68,700	$0.00	68,700	$0.00
Class A Common Stock	Restricted Stock Units	Disposition	2023-12-31	22,900	$0.00	22,900	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
68,700			No	5	A	Direct
45,800			No	5	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	19,500	Indirect	By spouse

Footnotes

Includes incentive stock options to purchase 366,666 shares of the Issuer's Class A Common Stock, which options expire ten years from October 4, 2022 (the grant date of such options) and have an exercise price per share equal to $6.67. 33% of the options vested on October 4, 2022, 33% of the options vested on October 4, 2023, and 33% of the options vested on October 4, 2024.
The reported transaction involved the Reporting Person's receipt of 183,333 restricted stock units under the Issuer's 2022 Equity Incentive Plan, all of which vested immediately upon issuance.
Represents 970,000 shares of the Issuer's Class A Common Stock issued to the Reporting Person as a bonus in connection with the Issuer's successful consummation of its business combination with Northern Lights Acquisition Corp., under the terms of that certain amendment and restatement of the Reporting Person's employment agreement with Partner Colorado Credit Union, a Colorado corporation, which bonus amount was inadvertently misreported as 930,700 shares of the Issuer's Class A Common Stock in the Schedule 14A filed by the Issuer on June 10, 2022 in connection with such business combination.
The Reporting Person's original Form 4 relating to this transaction, filed on December 5, 2023 misreported the amount of shares purchased by the Reporting Person in open market transactions on December 1, 2023. As a result of this administrative error, the number of shares beneficially owned by the Reporting Person following the transaction reflects a decrease in the number of shares previously reported as beneficially owned by the Reporting Person by 10,000 shares.
The Reporting Person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market purchases, with prices ranging from $0.7491 to $0.75 per share. The Reporting Person has reported these purchases on an aggregate basis using the weighted average price for the transactions. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The Reporting Person's original Form 4 relating to this transaction, filed on December 5, 2023 misreported the amount of shares and average price of shares purchased by the Reporting Person in open market transactions on December 4, 2023. As a result of this administrative error, the number of shares beneficially owned by the Reporting Person following the transaction reflects an increase in the number of shares previously reported as beneficially owned by the Reporting Person by 16,842 shares, and a decrease in the price of the shares previously reported of $0.08.
The Reporting Person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market purchases, with prices ranging from $0.745 to $0.83 per share. The Reporting Person has reported these purchases on an aggregate basis using the weighted average price for the transactions. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The Reporting Person's original Form 4 relating to this transaction, filed on December 7, 2023 misreported the amount of shares purchased by the Reporting Person in open market transactions on December 5, 2023. As a result of this administrative error, the number of shares beneficially owned by the Reporting Person following the transaction reflects an increase in the number of shares previously reported as beneficially owned by the Reporting Person by 1,900 shares.
The Reporting Person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market purchases, with prices ranging from $0.85 to $0.90 per share. The Reporting Person has reported these purchases on an aggregate basis using the weighted average price for the transactions. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The Reporting Person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market purchases, with prices ranging from $0.94 to $0.97 per share. The Reporting Person has reported these purchases on an aggregate basis using the weighted average price for the transactions. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The Reporting Person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market purchases, with prices ranging from $0.9905 to $1.00 per share. The Reporting Person has reported these purchases on an aggregate basis using the weighted average price for the transactions. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The Reporting Person's original Form 4 relating to this transaction, filed on December 12, 2023 misreported the number of shares beneficially owned by the Reporting Person following the transaction, and this Form 5 reflects an increase in the number of shares previously reported as beneficially owned by the Reporting Person by 35,842 shares.
The Reporting Person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market purchases, with prices ranging from $0.9399 to $1.00 per share. The Reporting Person has reported these purchases on an aggregate basis using the weighted average price for the transactions. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The Reporting Person's original Form 4 relating to this transaction, filed on December 12, 2023 misreported the number of shares beneficially owned by the Reporting Person following the transaction, and this Form 5 reflects an increase in the number of shares previously reported as beneficially owned by the Reporting Person by 35,842 shares.
The Reporting Person executed a trade order through a broker-dealer which resulted in multiple same day, same way open market purchases, with prices ranging from $0.96 to $1.00 per share. The Reporting Person has reported these purchases on an aggregate basis using the weighted average price for the transactions. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price.
The Reporting Person's original Form 4 relating to this transaction, filed on December 18, 2023 misreported the number of shares beneficially owned by the Reporting Person following the transaction, and this Form 5 reflects an increase in the number of shares previously reported as beneficially owned by the Reporting Person by 35,842 shares.
The restricted stock units issued to the Reporting Person convert into shares of Class A Common Stock on a one-for-one basis.
Shares owned by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these shares except to the extent of her pecuniary interest, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these shares for purposes of Section 16 or for any other purpose.
On January 10, 2023, the Reporting Person was granted 68,700 restricted stick units under the Issuer's 2022 Equity Incentive Plan, which vest in three equal, annual installments beginning on December 31, 2023.