John Darwin - 28 Sep 2022 Form 4 Insider Report for SHF Holdings, Inc. (SHFS)

Role: Director
Signature: John Darwin
Issuer symbol: SHFS
Transactions as of: 28 Sep 2022
Net transactions value: $0
Form type: 4
Filing time: 30 Sep 2022, 21:51:44 UTC
Previous filing: 23 Jun 2021
Next filing: 24 May 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SHFS	Class A common stock	Conversion of derivative security		+2,835,000	+537%		3,363,175	28 Sep 2022	Indirect	F1, F2

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	Class B common stock	Conversion of derivative security		-2,835,000	-100%		0	28 Sep 2022	Class A common stock	2,835,000		Indirect	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	As described in the Issuer's registration statement on Form S-1 (File No. 333-256701), under the heading "Description of Securities," the 2,835,000 shares of the Issuer's Class B Common Stock held by the Reporting Person converted into shares of the Issuer's Class A Common Stock on a one-for-one basis upon consummation of the Issuer's initial business combination.
F2	The securities are held directly by 5AK, LLC, the sponsor of the Issuer (the "Sponsor"). The reporting person is a control person of the manager of the Sponsor, Luminous Capital Inc., and may be deemed to beneficially own shares held by the Sponsor by virtue of his control over the Sponsor. The reporting person disclaims beneficial ownership of the shares of the Issuer's Class A Common Stock held by the Sponsor, except to the extent of his pecuniary interest.

Content

As described in the Issuer's registration statement on Form S-1 (File No. 333-256701), under the heading "Description of Securities," the 2,835,000 shares of the Issuer's Class B Common Stock held by the Reporting Person converted into shares of the Issuer's Class A Common Stock on a one-for-one basis upon consummation of the Issuer's initial business combination.

The securities are held directly by 5AK, LLC, the sponsor of the Issuer (the "Sponsor"). The reporting person is a control person of the manager of the Sponsor, Luminous Capital Inc., and may be deemed to beneficially own shares held by the Sponsor by virtue of his control over the Sponsor. The reporting person disclaims beneficial ownership of the shares of the Issuer's Class A Common Stock held by the Sponsor, except to the extent of his pecuniary interest.