8-KFiled Aug 3, 8:00 PM ET

SHF Holdings Announces Retention Plan for Key Employees and Directors

$SHFS · SHF Holdings, Inc.

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SHF Holdings Announces Retention Plan for Key Employees and Directors

What Happened

  • On July 29, 2026, the Board of SHF Holdings, Inc. approved a Retention Plan and a form Retention Agreement covering key employees and directors of the Company and its subsidiaries. The Company disclosed the approval in an 8‑K filed August 4, 2026.
  • Under the Retention Plan, eligible participants may receive a Retention Incentive that—subject to conditions—entitles the recipient to a payment equal to a designated percentage of the recipient’s base salary or annual Board fees in the event of a Change in Control, and an increase to base salary or Board fees during a period of Insolvency (each term defined in the plan). Payment is conditioned on the recipient executing, delivering and not revoking a general release of claims acceptable to the Company.
  • The full Retention Plan and the form Retention Agreement are attached to the filing as Exhibits 10.1 and 10.2.

Key Details

  • Board approval date: July 29, 2026; 8‑K filed August 4, 2026 (Item 5.02).
  • Incentive structure: payment equal to a designated percentage of base salary or annual Board fees (specific percentages not disclosed in the 8‑K).
  • Payment condition: recipient must sign and not revoke a general release of claims satisfactory to the Company.
  • Documents attached: Exhibit 10.1 (SHF, LLC Retention Plan) and Exhibit 10.2 (Form of Retention Agreement).

Why It Matters

  • This plan creates potential contingent obligations tied to a Change in Control or defined Insolvency events, which could result in cash payments to executives and directors if triggers occur and release conditions are met.
  • For investors, the plan signals the Company’s intent to retain leadership through strategic transitions or financial stress, but the 8‑K does not disclose specific payout percentages or total potential cost—review the attached exhibits for full terms and potential financial impact.