UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549



FORM 10-K/A

(Amendment No.
1)



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

For the Fiscal
Year Ended December 31, 2014



or



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

For the Transition Period From ________ to
________



Commission File Number 333-181360





SHEPHERD’S FINANCE, LLC

(Exact name of registrant as specified on
its charter)



|Delaware                        | 36-4608739         
|------------------------------- | -------------------
|(State or other jurisdiction of | (I.R.S. Employer   
|Incorporation or organization)  | Identification No.)



12627 San Jose Blvd., Suite 203, Jacksonville,
FL 32223

(Address of principal executive offices)



302-752-2688

(Registrant’s telephone number including
area code)

____________________



Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YesoNox



Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YesoNox



Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and
(2) has been subject to such filing requirements for the past 90 days. YesxNoo



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YesxNoo



Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will
not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference
in Part III of the Form 10-K or any amendment of this Form 10-K.x



Indicate by check mark
whether the registrant is a large accelerated filer, accelerated filer, or non-accelerated filer. See definition of “accelerated
filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.



|Large accelerated filer | o | Accelerated filer         | o
|----------------------- | - | ------------------------- | -
|Non-accelerated filer   | o | Smaller reporting company | x



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesoNox



DOCUMENTS INCORPORATED BY REFERENCE:



None.













EXPLANATORY NOTE



The purpose of this
Amendment No. 1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2014, filed with the Securities
and Exchange Commission on March 4, 2015 (the “Form 10-K”), is solely to correct the chart in Item 6, Selected Financial
Data, included herein.



No other changes have
been made to the Form 10-K. This Amendment No. 1 to the Form 10-K speaks as of the original filing date of the Form 10-K, does
not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way any
other disclosures made in the Form 10-K



Item 6, Selected Financial
Data, should be as follows:



ITEM 6. SELECTED FINANCIAL DATA



(All dollar [$]
amounts shown in thousands.)



The following selected
consolidated financial data should be read together with our consolidated financial statements and accompanying notes and “Management
Discussion and Analysis of Financial Condition and Results of Operations” appearing elsewhere in this document. The selected
consolidated financial data in this section is not intended to replace our consolidated financial statements and the accompanying
notes. Our historical results and information are not necessarily indicative of our future results.



The summary consolidated
financial data as of and for the fiscal years ended December 31, 2014, and 2013 is derived from our audited consolidated financial
statements included elsewhere in this document. The summary consolidated financial data as of and for the fiscal years ended December
31, 2012, 2011 and 2010 is derived from our audited consolidated financial statements not included in this document.



As of, and for, the years ended
December 31,



|                                              |  | 2014      |       |   | 2013      |   |       | 2012      |  |   | 2011      |   |  | 2010      |      
|--------------------------------------------- |  | --------- | ----- | - | --------- | - | ----- | --------- |  | - | --------- | - |  | --------- | -----
|                                              |  | (Audited) |       |   | (Audited) |   |       | (Audited) |  |   | (Audited) |   |  | (Audited) |      
|Operations Data                               |  |           |       |   |           |   |       |           |  |   |           |   |  |           |      
|Interest income                               |  | $         | 1,138 |   |           | $ | 596   |           |  | $ | 581       |   |  | $         | 5    
|Interest expense                              |  |           | 433   |   |           |   | 157   |           |  |   | 115       |   |  |           | –    
|Provision for Loan losses                     |  |           | 22    |   |           |   | –     |           |  |   | –         |   |  |           | –    
|Net interest income after Loan loss provision |  |           | 683   |   |           |   | 439   |           |  |   | 466       |   |  |           | 5    
|Selling, general and administrative expenses  |  |           | 390   |   |           |   | 415   |           |  |   | 344       |   |  |           | 5    
|Income from continuing operations             |  |           | 293   |   |           |   | 24    |           |  |   | 122       |   |  |           | –    
|Income from discontinued operations           |  |           | –     |   |           |   | –     |           |  |   | –         |   |  |           | 309  
|Net income                                    |  | $         | 293   |   |           | $ | 24    |           |  | $ | 122       |   |  | $         | 309  
|                                              |  |           |       |   |           |   |       |           |  |   |           |   |  |           |      
|Balance Sheet Data                            |  |           |       |   |           |   |       |           |  |   |           |   |  |           |      
|Cash and cash equivalents                     |  | $         | 558   |   |           | $ | 722   |           |  | $ | 646       |   |  | $         | 50   
|Accrued interest on loans                     |  |           | 78    |   |           |   | 27    |           |  |   | 26        |   |  |           | 2    
|Deferred financing costs, net                 |  |           | 630   |   |           |   | 649   |           |  |   | 596       |   |  |           | –    
|Other assets                                  |  |           | 13    |   |           |   | 14    |           |  |   | 10        |   |  |           | 26   
|Loans receivable, net                         |  |           | 8,097 |   |           |   | 4,045 |           |  |   | 3,604     |   |  |           | 4,580
|Assets of discontinued operations             |  |           | –     |   |           |   | –     |           |  |   | –         |   |  |           | –    
|Total assets                                  |  |           | 9,376 |   |           |   | 5,457 |           |  |   | 4,882     |   |  |           | 4,658
|Customer interest escrow                      |  |           | 318   |   |           |   | 255   |           |  |   | 329       |   |  |           | 450  
|Accounts payable and accrued expenses         |  |           | 199   |   |           |   | 59    |           |  |   | 41        |   |  |           | –    
|Notes payable unsecured                       |  |           | 5,802 |   |           |   | 3,239 |           |  |   | 1,502     |   |  |           | 1,500
|Notes payable related parties                 |  |           | –     |   |           |   | –     |           |  |   | 1,108     |   |  |           | 878  
|Liabilities of discontinued operations        |  |           | –     |   |           |   | –     |           |  |   | –         |   |  |           | –    
|Total liabilities                             |  |           | 6,319 |   |           |   | 3,553 |           |  |   | 2,980     |   |  |           | 2,828
|Members’ capital                              |  |           | 3,057 |   |           |   | 1,904 |           |  |   | 1,902     |   |  |           | 1,830
|Members’ contributions                        |  |           | 1,000 |   |           |   | –     |           |  |   | –         |   |  |           | –    
|Members’
    distributions (1)                |  | $         | (140  | ) |           | $ | (22   | )         |  | $ | (50       | ) |  | $         | (955 

____________

(1)Fiscal
2011 includes in this amount ($250) for the redemption of the ownership interests of two of our former members; ($383) was a return
of capital to certain of the remaining members; and ($322) was earnings distributed to the members.





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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
thereunto duly authorized.

|                          |                                              |                                    
|------------------------- | -------------------------------------------- | -----------------------------------
|                          | SHEPHERD’S FINANCE, LLC
        (Registrant)
|                          |                                              |                                    
|Dated:
    March 11, 2015 | By:                                          | /s/ Daniel M. Wallach              
|                          |                                              | Daniel M. Wallach                  
|                          |                                              | Chief Executive Officer and Manager



Pursuant to the requirements
of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated:

|                                                |                                                                                                                                                          |                   
|----------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------
|Signature                                       | Title                                                                                                                                                    | Date              
|                                                |                                                                                                                                                          |                   
|/s/ Daniel M. Wallach
        Daniel M. Wallach | Chief Executive Officer and Manager
        (Principal Executive Officer, Principal
        Financial Officer,
        and Principal Accounting Officer) | March
    11, 2015
|                                                |                                                                                                                                                          |                   
|/s/ Bill Myrick
        Bill Myrick             | Manager                                                                                                                                                  | March
    11, 2015
|                                                |                                                                                                                                                          |                   
|/s/ Kenneth Summers
        Kenneth Summers     | Manager                                                                                                                                                  | March
    11, 2015









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