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Summer Wisdom discloses major Solana Co stake

Summer Wisdom Holdings Ltd, a more than ten percent owner of Solana Co, reports its initial beneficial ownership of the company’s securities.

(Neutral)
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Summer Wisdom Holdings Ltd, a more than ten percent owner of Solana Co, reports its initial beneficial ownership of the company’s securities. It indirectly holds 6,830,402 shares of Class A Common Stock through Fusion Summer Limited. It also holds Strategic Advisory Warrants directly, exercisable at $0.001 per share for 2,218,236 underlying Class A shares, subject to a 9.99% Beneficial Ownership Blocker, so these warrants are not currently exercisable. In addition, it indirectly holds Cash Stapled Warrants tied to 6,830,402 underlying Class A shares at an exercise price of $10.134 per share, expiring in 2028.

Positive

  • None.

Negative

  • None.

Filing Explained

The disclosure records 6,830,402 owned Class A shares and warrant-linked rights, but reports no warrant exercise or new share issuance.

The July 13, 2026 Form 3 is an initial beneficial-ownership statement for Solana Co, placing the reported ownership information on the SEC record.

It identifies Choon Wee Chee as a 10% owner and reports 6,830,402 Class A common shares held indirectly through Fusion Summer. The filing records ownership and warrant rights for the reporting person; it does not disclose an exercise or issuance of the underlying shares.

The indirect cash stapled warrants cover 6,830,402 Class A shares, are exercisable from September 18, 2025 through September 18, 2028, and have a $10.134 exercise price. The direct strategic advisory warrants cover 2,218,236 Class A shares, expire on September 17, 2030, and have a $0.001 exercise price. Those advisory warrants are not currently exercisable because their 9.99% beneficial-ownership blocker applies while the reporting person's current beneficial ownership exceeds that threshold.

The filing therefore discloses the reporting person's existing beneficial ownership plus warrant-linked share rights, while leaving any future exercise, issuance, or resulting change in the issuer's outstanding shares unreported here. The stated milestones are the September 18, 2028 and September 17, 2030 warrant expiration dates, subject to the advisory-warrant blocker described in the filing.

Insider Summer Wisdom Holdings Ltd
Role 10% Owner
Type Security Shares Price Value
holding Cash Stapled Warrants F1 -- -- --
holding Strategic Advisory Warrants F2 -- -- --
holding Class A Common Stock F1 -- -- --
Holdings After Transaction: Cash Stapled Warrants — 6,830,402 contracts (Indirect, By Fusion Summer Limited); Strategic Advisory Warrants — 2,218,236 contracts (Direct); Class A Common Stock — 6,830,402 shares (Indirect, By Fusion Summer Limited)
Footnotes (2)
  1. F1. Summer Wisdom Holdings Limited ("Summer Wisdom") holds the sole Ordinary Share and the sole Class B Participating Share of Fusion Summer Limited ("Fusion Summer"). As the sole owner of Fusion Summer, Summer Wisdom may be deemed to beneficially own the securities held directly by Fusion Summer.
  2. F2. The Strategic Advisory Warrants contain a "Beneficial Ownership Blocker" which precludes exercise of the warrants to the extent that, following exercise, the Reporting Person, together with its affiliates, would own more than 9.99% of the Issuer's outstanding Class A Common Stock. Because the Reporting Person's current beneficial ownership exceeds this threshold, these warrants are not currently exercisable.
Indirect Class A shares 6,830,402 shares Beneficially owned through Fusion Summer Limited
Strategic Advisory Warrants underlying shares 2,218,236 shares Class A Common Stock underlying Strategic Advisory Warrants
Strategic Advisory Warrants exercise price $0.001 per share Exercise price for Strategic Advisory Warrants
Cash Stapled Warrants exercise price $10.134 per share Exercise price for Cash Stapled Warrants
Cash Stapled Warrants underlying shares 6,830,402 shares Class A Common Stock underlying Cash Stapled Warrants held indirectly
Beneficial Ownership Blocker threshold 9.99% Cap on ownership after exercising Strategic Advisory Warrants
Cash Stapled Warrants expiration September 18, 2028 Expiration date of Cash Stapled Warrants
Strategic Advisory Warrants expiration September 17, 2030 Expiration date of Strategic Advisory Warrants
Beneficial Ownership Blocker regulatory
"The Strategic Advisory Warrants contain a "Beneficial Ownership Blocker" which precludes exercise"
A beneficial ownership blocker is a legal or structural device that prevents a shareholder from being treated as the ultimate owner of enough shares to trigger control, reporting, or voting thresholds. Think of it like a speed bump that stops an investor from reaching a stake size that would force corporate disclosure or change control rights. Investors care because it affects who controls the company, how shares vote, regulatory filings, takeover risk and therefore potential value or liquidity of their holdings.
Cash Stapled Warrants financial
"Cash Stapled Warrants tied to 6,830,402 underlying Class A shares at an exercise price"
Strategic Advisory Warrants financial
"The Strategic Advisory Warrants contain a "Beneficial Ownership Blocker" which precludes exercise"
beneficially own regulatory
"Summer Wisdom may be deemed to beneficially own the securities held directly by Fusion Summer"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

FAQ

What ownership in Solana Co (HSDT) does Summer Wisdom Holdings report on this Form 3?

Summer Wisdom Holdings reports indirect beneficial ownership of 6,830,402 shares of Solana Co Class A Common Stock through Fusion Summer Limited, making it a more than ten percent owner of the company.

What are the key terms of the Cash Stapled Warrants held in Solana Co (HSDT)?

The Cash Stapled Warrants, held indirectly via Fusion Summer, relate to 6,830,402 underlying Class A shares with an exercise price of $10.134 per share and an expiration date of September 18, 2028.

What is the 9.99% Beneficial Ownership Blocker mentioned for HSDT’s warrants?

The Beneficial Ownership Blocker prevents exercise of the Strategic Advisory Warrants if, after exercise, Summer Wisdom and its affiliates would own more than 9.99% of HSDT’s outstanding Class A Common Stock, which currently makes those warrants not exercisable.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Summer Wisdom Holdings Ltd

(Last)(First)(Middle)
C/O SOLANA COMPANY
642 NEWTOWN YARDLEY ROAD, SUITE #100

(Street)
NEWTOWN PENNSYLVANIA 18940

(City)(State)(Zip)

UNITED STATES

(Country)
2. Date of Event Requiring Statement (Month/Day/Year)
09/18/2025
3. Issuer Name and Ticker or Trading Symbol
Solana Co [ HSDT ]
3a. Foreign Trading Symbol
5. If Amendment, Date of Original Filed (Month/Day/Year)
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock6,830,402IBy Fusion Summer Limited(1)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Cash Stapled Warrants09/18/202509/18/2028Class A Common Stock6,830,402$10.134IBy Fusion Summer Limited(1)
Strategic Advisory Warrants (2)09/17/2030Class A Common Stock2,218,236$0.001D
Explanation of Responses:
1. Summer Wisdom Holdings Limited ("Summer Wisdom") holds the sole Ordinary Share and the sole Class B Participating Share of Fusion Summer Limited ("Fusion Summer"). As the sole owner of Fusion Summer, Summer Wisdom may be deemed to beneficially own the securities held directly by Fusion Summer.
2. The Strategic Advisory Warrants contain a "Beneficial Ownership Blocker" which precludes exercise of the warrants to the extent that, following exercise, the Reporting Person, together with its affiliates, would own more than 9.99% of the Issuer's outstanding Class A Common Stock. Because the Reporting Person's current beneficial ownership exceeds this threshold, these warrants are not currently exercisable.
/s/ Choon Wee Chee, Director07/13/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

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