{"url_path":"/sec/shfs/10-q/2026/item-1a","section_key":"item-1a","section_title":"Item 1A Risk Factors**","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1854963/0001493152-26-023748-index.html","accession_number":"0001493152-26-023748","cik":"0001854963","ticker":"SHFS","issuer_name":"SHF Holdings, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1854963/0001493152-26-023748-index.html","primary_entity_key":"0001854963","primary_entity_name":"SHF Holdings, Inc."},"word_count":285,"has_tables":true,"body_markdown":"**Item\n1A. Risk Factors**\n\n \n\n**Recent\ndevelopments in shareholder litigation against us on certain counterclaims could result in a material\nadverse effect on our financial position, results of operations, and cash flows.**\n\n \n\nAs\npreviously disclosed in a Current Report on Form 8-K filed with the SEC, on April 23, 2026 the District Court granted summary judgment against us on counterclaims relating to the validity of the Second Amendment and our payment of the first anniversary parent shares, with damages to be determined at a future hearing. Additional claims,\nincluding a counterclaim concerning the $3.0 million second anniversary cash consideration payment and our declaratory judgment claim,\nare set for trial on August 10th and 11th of this year. We intend to\ndefend our positions vigorously and to pursue all available legal options, but we may not prevail at trial or on any appeal that may\nbecome available.\n\n \n\nThe\nultimate resolution of the litigation could result in damages, settlement payments, or other obligations that are material to us.\nOur ability to fund any such payment in cash may be materially constrained by the terms of the ELOC or our Series B Convertible\nPreferred Stock. The $3.0 million previously deposited into the District Court’s registry remains reflected in our condensed\nconsolidated financial statements pending resolution of the related claims and is not currently available for our general operating\nor strategic use. An adverse outcome could have a material adverse effect on our business, financial position, results of\noperations, cash flows, liquidity, the trading price of our securities, and our ability to regain or maintain compliance with\napplicable Nasdaq listing standards. See Part I, Item 2 “*Management’s Discussion and Analysis of Financial Condition and Results of Operations–Litigation*”\nfor additional details."}