UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~October~~March 312, ~~2025~~2026

Shepherd’s Finance, LLC

(Exact name of registrant as specified in its charter)

Commission File Number: 333-224557

Delaware

36-4608739

(State or other jurisdiction

of incorporation)

(IRS Employer

Identification No.)

13241 Bartram Park Blvd., Suite 2401, Jacksonville, Florida 32258

(Address of principal executive offices, including zip code)

(302) 752-2688

(Registrant’s telephone number, including area code)

None.

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
None		None		None

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Item 4 5.0102. ~~Changes~~Departure inof ~~Registrant’s~~Directors ~~Certifying~~or ~~Accountant~~Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On ~~November~~March 12, ~~2025~~2026, ~~the~~Ted ~~partners~~Westwood ~~and~~resigned ~~professional~~as ~~staff~~the ofChief ~~Horne~~Financial ~~LLP~~Officer (“~~Horne~~CFO”), ~~which was engaged as the independent registered public accounting firm~~ of ~~the registrant,~~ Shepherd’s Finance, LLC (the “~~Company~~Registrant”), effective ~~joined BDO USA, P~~immediately.~~C. (“BDO”)~~ asOn aMarch ~~result~~4, of2026, athe ~~transaction~~Registrant’s ~~between~~board ~~Horne and BDO. In anticipation~~ of managers (the ~~closing~~“Board”) ofappointed ~~this~~Catherine ~~transaction on~~Leslie ~~November~~to 1,serve ~~2025, Horne resigned~~ as the ~~Company’s~~CFO ~~independent~~to ~~registered~~resume ~~public~~her ~~accounting~~prior ~~firm~~CFO ~~on October 31~~duties, ~~2025.~~in ~~On November~~addition 3,to ~~2025,~~her ~~following~~duties ~~the~~as ~~resignation~~Director of ~~Horne,~~ the Company,’s ~~through~~accounting ~~and with the approval of its Audit Committee~~business division, ~~appointed BDO~~in asorder ~~its~~to ~~independent~~replace ~~registered~~Mr. ~~public accounting firm~~Westwood.

~~The~~On ~~reports~~March 4, 2026, the Compensation Committee of ~~Horne~~the onBoard, along with the ~~financial~~approval ~~statements~~of Members holding at least 60% of the ~~Company~~votes ~~for~~eligible to be cast by the ~~fiscal~~then-outstanding ~~years~~Voting ~~ended~~Units ~~December~~of 31the Company, ~~2024~~approved ~~and~~the ~~2023,~~compensation ~~did~~of ~~not~~Ms. ~~contain~~Leslie ~~any~~for the remainder of the 2026 ~~adverse~~fiscal ~~opinion~~year, orincluding ~~disclaimer~~an annual base salary of ~~opinion~~$185,000.00, ~~and~~certain ~~were~~bonus ~~not~~opportunities, ~~qualified~~with orthe ~~modified~~actual asbonus toamount ~~uncertainty,~~based ~~audit~~on ~~scope~~the orachievement of ~~accounting~~individual ~~principles~~and company goals, and certain employee benefits.

During the Company’s fiscal years ended December 31, 2024 and 2023, and through October 31, 2025 there were no disagreements between the Company and Horne on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Horne, would have caused Horne to make reference to the subject matter of the disagreements in connection with its audit reports on the Company’s financial statements. During the Company’s past fiscal years ended December 31, 2024, and the interim period through October 31, 2025, Horne did not advise the Company of any of the matters specified in Item 304Signature(as)~~(1)(v) of Regulation S-K.~~

~~The~~Pursuant ~~Company provided Horne with a copy of this report on Form 8-K in accordance with Item 304(a) of Regulation S-K prior~~ to ~~its filing with~~ the ~~Securities~~requirements ~~and~~of ~~Exchange Commission and requested that Horne furnish~~ the ~~Company with a letter addressed to the~~ Securities ~~and~~ Exchange ~~Commission~~ ~~stating~~Act ~~whether~~of it1934, ~~agrees with~~ the ~~above~~Registrant ~~statements~~has ~~and,~~duly ifcaused itthis ~~does~~report ~~not~~to ~~agree,~~be ~~the~~signed ~~respects~~on inits ~~which~~behalf ~~it does not agree. A~~by ~~copy of~~ the ~~letter~~undersigned ~~from~~hereunto ~~Horne~~duly ~~is filed as Exhibit 16~~authorized.~~1 hereto.~~

During the Company’s two most recently completed fiscal years and through the date of engagement of BDO, neither the Company nor anyone on behalf of the Company consulted with BDO regarding (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements as to which the Company received a written report or oral advice that was an important factor in reaching a decision on any accounting, auditing or financial reporting issue; or (b) any matter that was the subject of a disagreement or a reportable event as defined in Items 304(a)(1)(iv) and (v), respectively, of Regulation S-K.

	Shepherd’s Finance, LLC

Date: March 6, 2026	By:	/s/ Daniel M. Wallach
		Daniel M. Wallach
		Chief Executive Officer and Manager

Item 9.01 Financial Statements and Exhibits.

(d) Exhibit

16.1	Letter from HORNE LLP dated November 1, 2025
104	Cover page interactive data file (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	SHEPHERD’S FINANCE, LLC
Date: November 5, 2025	By:	/s/ Daniel M. Wallach
		Chief Executive Officer and Manager

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