SHFS · SHF Holdings, Inc. · Insider Trading

This transaction is being reported late due to an inadvertent administrative oversight.

On December 31, 2025, the Issuer redeemed one share of the Reporting Person's Series B Preferred Stock in accordance with the terms of the Series B Preferred Stock's Certificate of Designation.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On December 31, 2025, the Issuer redeemed one share of the Reporting Person's Series B Preferred Stock in accordance with the terms of the Series B Preferred Stock's Certificate of Designation.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On December 31, 2025, the Issuer redeemed one share of the Reporting Person's Series B Preferred Stock in accordance with the terms of the Series B Preferred Stock's Certificate of Designation.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On December 31, 2025, the Issuer redeemed one share of the Reporting Person's Series B Preferred Stock in accordance with the terms of the Series B Preferred Stock's Certificate of Designation.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On December 10, 2025, the Issuer redeemed one share of the Reporting Person's Series B Preferred Stock in accordance with the terms of the Series B Preferred Stock's Certificate of Designation.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On December 10, 2025, the Issuer redeemed one share of the Reporting Person's Series B Preferred Stock in accordance with the terms of the Series B Preferred Stock's Certificate of Designation.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On December 10, 2025, the Issuer redeemed one share of the Reporting Person's Series B Preferred Stock in accordance with the terms of the Series B Preferred Stock's Certificate of Designation.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On December 10, 2025, the Issuer redeemed one share of the Reporting Person's Series B Preferred Stock in accordance with the terms of the Series B Preferred Stock's Certificate of Designation.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On September 30, 2025, the Reporting Person entered into a Securities Purchase Agreement with the Issuer, pursuant to which the Issuer issued and sold to the Reporting Person 63 shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Preferred Stock") and common stock purchase warrants (the "Series B Warrants") to initially acquire up to 4,057 shares of the Issuer's common stock on the same terms and conditions as the other participants in the transaction. The Reporting Person's acquisition of the Series B Preferred Stock and the Series B Warrants was subject to shareholder approval, which was obtained on November 6, 2025.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On September 30, 2025, the Reporting Person entered into a Securities Purchase Agreement with the Issuer, pursuant to which the Issuer issued and sold to the Reporting Person 63 shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Preferred Stock") and common stock purchase warrants (the "Series B Warrants") to initially acquire up to 4,057 shares of the Issuer's common stock on the same terms and conditions as the other participants in the transaction. The Reporting Person's acquisition of the Series B Preferred Stock and the Series B Warrants was subject to shareholder approval, which was obtained on November 6, 2025.

This transaction is being reported late due to an inadvertent administrative oversight.

On September 30, 2025, the Reporting Person entered into a Securities Purchase Agreement with the Issuer, pursuant to which the Issuer issued and sold to the Reporting Person 125 shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Preferred Stock") and common stock purchase warrants (the "Series B Warrants") to initially acquire up to 8,050 shares of the Issuer's common stock on the same terms and conditions as the other participants in the transaction. The Reporting Person's acquisition of the Series B Preferred Stock and the Series B Warrants was subject to shareholder approval, which was obtained on November 6, 2025.

This transaction is being reported late due to an inadvertent administrative oversight.

The Reporting Person received the stock option award on August 7, 2025. The stock option would vest 100% upon the successful completion by SHF Holdings, Inc. (the "Issuer") of an equity financing that resulted in gross proceeds to the Issuer of at least $4 million (the "Financing Vesting Condition"). The Financing Vesting Condition was satisfied on September 30, 2025 and the stock option vested 100% on that date.

This transaction is being reported late due to an inadvertent administrative oversight.

On September 30, 2025, the Reporting Person entered into a Securities Purchase Agreement with SHF Holdings, Inc. (the "Issuer"), pursuant to which the Issuer issued and sold to the Reporting Person 63 shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Preferred Stock") and common stock purchase warrants (the "Series B Warrants") to initially acquire up to 4,057 shares of the Issuer's common stock on the same terms and conditions as the other participants in the transaction. The Reporting Person's acquisition of the Series B Preferred Stock and the Series B Warrants was subject to shareholder approval, which was obtained on November 6, 2025.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On September 30, 2025, the Reporting Person entered into a Securities Purchase Agreement with SHF Holdings, Inc. (the "Issuer"), pursuant to which the Issuer issued and sold to the Reporting Person 13 shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Preferred Stock") and common stock purchase warrants (the "Series B Warrants") to initially acquire up to 837 shares of the Issuer's common stock on the same terms and conditions as the other participants in the transaction. The Reporting Person's acquisition of the Series B Preferred Stock and the Series B Warrant was subject to shareholder approval, which was obtained on November 6, 2025.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

The Reporting Person received the stock option award on August 7, 2025. The stock option would vest 100% upon SHF Holdings, Inc.'s (the "Issuer") successful completion of an equity financing that resulted in gross proceeds to the Issuer of at least $4 million (the "Financing Vesting Condition"). The Financing Vesting Condition was satisfied on September 30, 2025 and the stock option vested 100% on that date.

This transaction is being reported late due to an inadvertent administrative oversight.

The Reporting Person received the stock option award on August 7, 2025. The stock option would vest 100% upon SHF Holdings, Inc.'s (the "Issuer") successful completion of an equity financing that resulted in gross proceeds to the Issuer of at least $4 million (the "Financing Vesting Condition"). The Financing Vesting Condition was satisfied on September 30, 2025 and the stock option vested 100% on that date.

This transaction is being reported late due to an inadvertent administrative oversight.

On September 30, 2025, the Reporting Person entered into a Securities Purchase Agreement with the Issuer, pursuant to which the Issuer issued and sold to the Reporting Person 125 shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Preferred Stock") and common stock purchase warrants (the "Series B Warrants") to initially acquire up to 8,050 shares of the Issuer's common stock on the same terms and conditions as the other participants in the transaction. The Reporting Person's acquisition of the Series B Preferred Stock and the Series B Warrants was subject to shareholder approval, which was obtained on November 6, 2025.

The Series B Preferred Stock is perpetual and therefore has no expiration date.

This transaction is being reported late due to an inadvertent administrative oversight.

On September 30, 2025, the Reporting Person entered into a Securities Purchase Agreement with SHF Holdings, Inc. (the "Issuer"), pursuant to which the Issuer issued and sold to the Reporting Person 63 shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Preferred Stock") and common stock purchase warrants (the "Series B Warrants") to initially acquire up to 4,057 shares of the Issuer's common stock on the same terms and conditions as the other participants in the transaction. The Reporting Person's acquisition of the Series B Preferred Stock and the Series B Warrants was subject to shareholder approval, which was obtained on November 6, 2025.

This transaction is being reported late due to an inadvertent administrative oversight.

On September 30, 2025, the Reporting Person entered into a Securities Purchase Agreement with SHF Holdings, Inc. (the "Issuer"), pursuant to which the Issuer issued and sold to the Reporting Person 13 shares of the Issuer's Series B Convertible Preferred Stock (the "Series B Preferred Stock") and common stock purchase warrants (the "Series B Warrants") to initially acquire up to 837 shares of the Issuer's common stock on the same terms and conditions as the other participants in the transaction. The Reporting Person's acquisition of the Series B Preferred Stock and the Series B Warrant was subject to shareholder approval, which was obtained on November 6, 2025.

The stock option vested 100% on August 7, 2025.

The stock option vests 100% on upon the Issuer's successful completion of an equity financing that results in gross proceeds to the Issuer of at least $4 million.

Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction.

The stock option vested 100% on February 5, 2025, pursuant to the stock option award agreement executed April 28, 2025.

The stock option vested 100% on February 5, 2025, pursuant to the stock option award agreement executed April 28, 2025.

The stock option vested 100% on February 5, 2025, pursuant to the stock option award agreement executed April 25, 2025.

The stock option vested 100% on February 5, 2025, pursuant to the stock option award agreement executed April 24, 2025.

The stock option vested 100% on February 5, 2025, pursuant to the stock option award agreement executed April 24, 2025.

The stock option vested 100% on February 5, 2025, pursuant to the stock option award agreement executed April 24, 2025.

The stock option vested 100% on February 5, 2025, pursuant to the stock option award agreement executed April 24, 2025.

Represents shares that have been withheld by the Issuer to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units and not a market transaction.

The restricted stock units issued to the Reporting Person convert into shares of Class A Common Stock on a one-for-one basis.

On January 10, 2023, the Reporting Person was granted 58,800 restricted stock units under the Issuer's 2022 Equity Incentive Plan, which vest in three equal, annual installments beginning on December 31, 2023.

The reported transaction involved the Reporting Person's receipt of 116,667 restricted stock units under the Issuer's 2022 Equity Incentive Plan, all of which vested immediately upon issuance.

Includes incentive stock options to purchase 233,334 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 the remaining options shall vest on October 4, 2024. The Reporting Person is subject to a lockup agreement with the Issuer regarding the shares underlying these incentive stock options.

The restricted stock units issued to the Reporting Person convert into shares of Class A Common Stock on a one-for-one basis.

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.

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 restricted stock units issued to the Reporting Person convert into shares of Class A Common Stock on a one-for-one basis.

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.

Includes incentive stock options to purchase 233,334 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 the remaining options shall vest on October 4, 2024. The Reporting Person is subject to a lockup agreement with the Issuer regarding the shares underlying these incentive stock options.

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.

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 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.

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 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 $0.9905 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.

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 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 $0.94 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.

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.