Sundie Seefried - Dec 31, 2023 Form 5 Insider Report for SHF Holdings, Inc. (SHFS)

Signature
/s/ Sundie Seefried
Stock symbol
SHFS
Transactions as of
Dec 31, 2023
Transactions value $
$573,081
Form type
5
Date filed
12/17/2024, 05:40 PM
Previous filing
Dec 18, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SHFS Class A Common Stock Award $0 +183K +50% $0.00 550K May 9, 2023 Direct F1, F2
transaction SHFS Class A Common Stock Purchase $485K +970K +176.36% $0.50 1.52M Jul 12, 2023 Direct F1, F3
transaction SHFS Class A Common Stock Purchase $1.68K +2.24K +0.15% $0.75 1.52M Dec 1, 2023 Direct F1, F4, F5
transaction SHFS Class A Common Stock Purchase $20.8K +26.3K +1.73% $0.79 1.55M Dec 4, 2023 Direct F1, F6, F7
transaction SHFS Class A Common Stock Purchase $19.3K +21.9K +1.41% $0.88 1.57M Dec 5, 2023 Direct F1, F8, F9
transaction SHFS Class A Common Stock Purchase $26K +27.1K +1.73% $0.96 1.6M Dec 7, 2023 Direct F1, F10
transaction SHFS Class A Common Stock Purchase $3.66K +3.7K +0.23% $0.99 1.6M Dec 8, 2023 Direct F1, F11, F12
transaction SHFS Class A Common Stock Purchase $4.89K +5.2K +0.32% $0.94 1.61M Dec 11, 2023 Direct F1, F13, F14
transaction SHFS Class A Common Stock Purchase $23K +24.7K +1.54% $0.93 1.63M Dec 14, 2023 Direct F1, F15, F16
transaction SHFS Class A Common Stock Options Exercise +22.9K +1.4% 1.65M Dec 31, 2023 Direct F1, F17
transaction SHFS Class A Common Stock Tax liability -$11.2K -7.9K -0.48% $1.42 1.65M Dec 31, 2023 Direct F1
holding SHFS Class A Common Stock 19.5K Dec 31, 2023 By spouse F18

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SHFS Restricted Stock Units Award $0 +68.7K $0.00 68.7K Jan 10, 2023 Class A Common Stock 68.7K Direct F17, F19
transaction SHFS Restricted Stock Units Options Exercise $0 -22.9K -33.33% $0.00 45.8K Dec 31, 2023 Class A Common Stock 22.9K Direct F17, F19
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 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.
F3 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.
F4 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.
F5 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.
F6 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.
F7 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.
F8 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.
F9 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.
F10 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.
F11 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.
F12 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.
F13 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.
F14 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.
F15 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.
F16 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.
F17 The restricted stock units issued to the Reporting Person convert into shares of Class A Common Stock on a one-for-one basis.
F18 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.
F19 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.