SHF Holdings Inc.

11/12/2026 | Press release | Distributed by Public on 11/12/2026 16:29

Failure to Satisfy Listing Rule (Form 8-K)

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

As previously disclosed, on October 20, 2026, the Company received a letter from the listing qualifications department staff (the "Staff") of The Nasdaq Stock Market LLC ("Nasdaq") stating that the Company was eligible for an additional 180 calendar days, or until April 19, 2027, to regain compliance with Nasdaq's requirement to maintain a minimum closing bid price of $1.00 per share for its Common Stock, as required by Nasdaq Listing Rule 5550(a)(2) for continued listing on Nasdaq (the "Minimum Bid Price Requirement"), following the expiration of the previously reported initial 180 calendar day period granted to the Company by Nasdaq to regain compliance with the Minimum Bid Price Requirement by October 19, 2026.

On November 11, 2026, the Company received a letter (the "November Letter") from the Staff notifying the Company that its Common Stock had a closing bid price of $0.10 or less for ten consecutive trading days from October 28, 2026 to November 10, 2026 and that, therefore, the Company is subject to the provisions of Nasdaq Listing Rule 5810(c)(3)(A)(iii). As a result, the November Letter indicated that the Staff has determined to delist the Company's Common Stock and warrants from Nasdaq. The November Letter also noted that the Company's warrants are subject to delisting pursuant to Nasdaq Listing Rule 5560(a), which requires the underlying security to be listed in order for the warrants to remain listed on Nasdaq. Accordingly, the Company's securities will be delisted from Nasdaq, trading of the Company's securities will be suspended at the opening of business on November 18, 2026 and a Form 25-NSE will be filed by Nasdaq with the SEC, which will remove the Company's securities from listing and registration on Nasdaq.

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