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) March 21, 2013

HF2 FINANCIAL MANAGEMENT INC.

(Exact Name of Registrant as Specified in its Charter)

Registrant’s telephone number, including area code (303) 893-2902

Not Applicable

(Former name, former address and former fiscal year, 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 (see General Instruction A.2. below):

Item 1.01. Entry into a Material Definitive Agreement.

On March 21, 2013, HF2 Financial Management Inc. (the “Company”) entered into letter agreements (the “Letter Agreements”) with each of: (1) R. Bruce Cameron (Chairman of the Company); (2) Richard S. Foote (President and Chief Executive Officer of the Company); (3) R. Bradley Forth (Executive Vice President, Chief Financial Officer and Secretary of the Company); (4) Joseph C. Canavan (a director of the Company); (5) Oscar J. Junquera (a director of the Company) and PanMar Capital llc; (6) Robert H. Zerbst (a director of the Company); (7) Broad Hollow LLC; (8) Broad Hollow Investors LLC; (9) Bulldog Investors; (10) Burke Family Trust; (11) Dickinson Investments LLC; (12) Foote Family Trust; (13) John C. Hagerty (Advisory Board member), Thomas J. Healey (Advisory Board member), Healey Associates LLC and Healey Family Foundation; (14) Jeffrey J. Hodgman; (15) Ramnarain Jaigobind; (16) Thomas Maheras; (17) NAR Special Global, LLC; (18) Kenneth L. Rilander (Advisory Board member) and Parsifal Partners B, LP; (19) Paul D. Schaeffer; (20) SC-NGU LLC; (21) Daniel T. Smythe; (22) White Sand Investor Group, LP; and (23) Randall S. Yanker (collectively, the “Sponsors”). The Letter Agreements provide, among other things, that the Sponsors (i) must vote their shares of the Company’s Class A common stock, par value $0.0001 per share (the “Class A Common Stock”) in favor of any proposed initial business combination, (ii) may not convert any shares of Class A Common Stock in connection with a stockholder vote to approve an initial business combination or amend the Company’s Amended and Restated Certificate of Incorporation and (iii) will not receive any of the monies held in the Company’s trust account upon liquidation of such account with respect to shares of Class A Common Stock purchased in private placements. The above description of the Letter Agreements is not complete and is qualified in its entirety by the full text of each of the Letter Agreements, which are filed as Exhibits 10.1 through 10.23 to this Current Report on Form 8-K.

On March 21, 2013, the Company entered into a Merger and Acquisition Agreement (the “M&A Agreement”) with each of EarlyBirdCapital, Inc. and Sandler O’Neill & Partners, Inc. (the “Advisers”). Pursuant to the M&A Agreement, the Advisers will assist the Company in analyzing and structuring potential mergers, share exchanges, asset acquisitions, stock purchases, recapitalizations, reorganizations or other similar business combinations with one or more businesses or entities. If the Company consummates an initial business combination, the Company will pay to the Advisers a cash fee equal to 4% of the gross proceeds of the Offering (as defined below). The above description of the M&A Agreement is not complete and is qualified in its entirety by the full text of the M&A Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K.

Item 3.02 Unregistered Sales of Equity Securities.

The disclosure under Item 8.01 below is incorporated herein by reference.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On March 21, 2013, the Company filed in the State of Delaware an Amended and Restated Certificate of Incorporation to include certain provisions that will apply prior to the Company’s consummation of an initial business combination. The Amended and Restated Certificate of Incorporation provides, among other things, that:

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The above description of the Amended and Restated Certificate of Incorporation is not complete and is qualified in its entirety by the full text of the Amended and Restated Certificate of Incorporation, which is filed as Exhibit 3.1 to this Current Report on Form 8-K.

Item 8.01. Other Events

On March 27, 2013, the initial public offering (the “Offering”) of 15,300,000 shares of Class A Common Stock (the “Public Shares”) of the Company was consummated. The Public Shares were sold at a price of $10.00 per share, generating gross proceeds to the Company of $153,000,000.

Simultaneously with the consummation of the Offering, the Company consummated the private placement (“Private Placement”) of 1,414,875 shares of Class A Common Stock (“Sponsors’ Shares”) to its sponsors at a price of $10.00 per share, generating total proceeds to the Company of $14,148,750. The Sponsors’ Shares are identical to the Public Shares, except the purchasers have agreed (A) to vote their Sponsors’ Shares in favor of any proposed business combination and (B) not to convert any Sponsors’ Shares in connection with a stockholder vote to approve the Company’s proposed initial business combination. Additionally, the purchasers have agreed not to transfer, assign or sell any of the Sponsors’ Shares (except to certain permitted transferees) until 30 days after the completion of the Company’s initial business combination.

The Company has deposited $160,650,000 (including the $14,148,750 from the Private Placement), or $10.50 per Share, into a trust account maintained by Continental Stock Transfer & Trust Company acting as the trustee.

Audited financial statements as of March 27, 2013 reflecting receipt of the proceeds upon the consummation of the Offering will be issued by the Company and included as Exhibit 99.1 to a Current Report on Form 8-K to be filed by the Company with the Securities and Exchange Commission.

A copy of the press release issued by the Company announcing the closing of the Offering is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

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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 hereunto duly authorized.

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