1 unchanged sentence
following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.
−Removed: Agreement dated June 16, 2022 among Northern Lights Acquisition Corp., SHF.
−Removed: LLC d/b/a Safe Harbor Financial and Midtown East Management NL LLC for OTC Equity Prepaid Forward Transaction
−Removed: Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Unit Purchase Agreement dated February 11, 2022 (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on February 14, 2022).
+Added: First Amendment to Unit Purchase Agreement dated September 19, 2022 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 19, 2022).
+Added: Second Amendment to Unit Purchase Agreement dated September 22, 2022 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 23, 2022).
+Added: Third Amendment to Unit Purchase Agreement dated September 28, 2022 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed on September 29, 2022).
+Added: Agreement and Plan of Merger, dated October 31, 2022, by and among SHF Holdings, Inc., a Delaware corporation, Merger Sub I, a Delaware corporation, Merger Sub II, a Delaware limited liability corporation, Rockview Digital Solutions, Inc., a Delaware corporation, d/b/a Abaca and Dan Roda, solely in such individual’s capacity as the representative of the Company Security Holders (incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K, filed on October 31, 2022).
+Added: Second Amended and Restated Certificate of Incorporation (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, filed on September 29, 2022).
+Added: Certificate of Designation (incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K, filed on September 29, 2022).
+Added: Registration Rights Agreement dated September 28, 2022 (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed on October 4, 2022).
+Added: Lock-Up Agreement dated September 28, 2022 (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, filed on October 4, 2022).
+Added: Non-Competition Agreement dated September 28, 2022 (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K, filed on October 4, 2022).
+Added: SHF Holdings, Inc.
+Added: Amended and Restated 2022 Equity Incentive Plan.
+Added: Forbearance Agreement, dated as of October 27, 2022 by and between SHF Holdings, Inc., Partner Colorado Credit Union and Luminous Capital USA Inc.
+Added: (incorporated by reference to Exhibit 99.1 of the Company’s Current Report on Form 8-K, filed on November 1, 2022).
Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
2 unchanged sentences
Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: Certification of Principal Executive Officer Pursuant to 18 U.S.C.
−Removed: Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Certification of Principal Financial Officer Pursuant to 18 U.S.C.
7 unchanged sentences
Page Interactive Data File (embedded within the Inline XBRL document)
+Added: of the exhibits and schedules to this exhibit have been omitted in accordance with Regulation S-K Item 601(a)(5).
+Added: The Company agrees
+Added: to furnish supplementally a copy of all omitted exhibits and schedules to the SEC upon its request.
to the requirements of Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
−Removed: LIGHTS ACQUISITION CORP.
−Removed: August 22 , 2022
−Removed: Executive Officer
−Removed: Executive Officer)
−Removed: August 22 , 2022
+Added: HOLDINGS, INC.
+Added: November 14, 2022
+Added: Sundie Seefried
Executive Officer
Executive Officer)
−Removed: August 22 , 2022
−Removed: Chris Fameree
+Added: November 14, 2022
Financial Officer
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.