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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): February 17, 2026
SOLUNA
HOLDINGS, INC.
(Exact
name of Registrant as Specified in Its Charter)
| Nevada |
|
001-40261 |
|
14-1462255 |
(State
or Other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
| 325 Washington Avenue
Extension |
|
|
| Albany, New York |
|
12205 |
| (Address of Principal
Executive Offices) |
|
(Zip Code) |
Registrant’s
Telephone Number, Including Area Code: (516) 216-9257
N/A
(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 |
| Common stock, par value
$0.001 per share |
|
SLNH |
|
The Nasdaq Stock Market
LLC |
| 9.0% Series A Cumulative
Perpetual Preferred Stock, par value $0.001 per share |
|
SLNHP |
|
The Nasdaq Stock Market
LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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
7.01 Regulation FD Disclosure.
On
February 17, 2026, Soluna Holdings, Inc. (the “Company”) issued a press release announcing the expansion of its partnership
with Blockware, adding an additional six megawatts of capacity at the Company’s Dorothy 1 site in west Texas. A copy of the press
release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The
information in Item 7.01 and in Exhibit 99.1 will not be treated as “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information
will not be incorporated by reference into any filing under the Securities Act of 1933 or into another filing under the Exchange Act,
unless that filing expressly incorporates this information by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
| 99.1 |
|
Press Release, dated February 17, 2026 |
| |
|
|
| 104 |
|
Cover Page Interactive Date File (embedded with the
Inline XBRL document) |
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
| |
SOLUNA HOLDINGS, INC. |
| |
|
|
| Date: February 17, 2026 |
By: |
/s/ David
C. Michaels |
| |
|
David C. Michaels |
| |
|
Chief Financial Officer |
| |
|
(principal financial officer) |
Exhibit
99.1
Soluna
Expands Partnership With Blockware, Adding 6 MW at Project Dorothy 1
Deployment
began in January and is expected to be completed by the end of February
ALBANY, NY,
February 17, 2026 – Soluna Holdings, Inc. (“Soluna” or the “Company”) (NASDAQ: SLNH), a developer of
green data centers for intensive computing applications, including Bitcoin mining and AI, today announced the expansion of its partnership
with Blockware, adding an additional six megawatts of capacity at Soluna’s Dorothy 1 site in west Texas.
This
marks the third expansion of the partnership between Soluna and Blockware, reflecting the continued growth of Blockware’s
operations and its commitment to scale alongside Soluna within an existing project. The expansion comes as a result of
Soluna’s ability to support customer growth through flexible, capital-efficient infrastructure at renewable-powered sites.
Deployment of the additional capacity began in January and is expected to be completed by the end of February.
“Repeat
expansions like this are a strong signal that our model is working,” said John Belizaire, CEO of Soluna. “Blockware has continued
to grow with us over time, and that kind of long-term alignment reflects the reliability of our infrastructure, our operational execution,
and our ability to scale alongside customers as their needs evolve.”
The expansion
builds on Soluna’s existing relationship with Blockware at Project Dorothy, where Soluna delivers behind-the-meter digital infrastructure
designed to convert surplus renewable energy into productive computing. By expanding within an established site, Soluna can support customer
growth efficiently while maintaining disciplined capital deployment.
“As we
scale, maintaining strong uptime and operational reliability becomes increasingly important,” said Mason Jappa, CEO of Blockware.
“We partner with teams that are singularly focused on delivering best-in-class data center operations. Soluna has consistently
provided dependable infrastructure, rapid deployment, and a renewable-powered environment that supports long-term performance. That operational
track record is why we continue to expand our partnership.”
Project Dorothy
is part of Soluna’s 1 GW+ pipeline of renewable-first data centers designed to support high-performance computing workloads while
helping stabilize the grid by utilizing energy that might otherwise be curtailed.
For
more information about Soluna and its projects, visit solunacomputing.com.
Safe Harbor
Statement by Soluna
This announcement
contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities
Litigation Reform Act of 1995. These forward-looking statements include all statements, other than statements of historical fact, regarding
Soluna’s expectations with respect to the deployment timeline of the additional capacity at Project Dorothy 1, and other statements
that are predictive in nature. These forward-looking statements can be identified by terminology such as “will,” “expects,”
“anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,”
“confident,” and similar statements. Soluna may also make written or oral forward-looking statements in its periodic reports
to the U.S. Securities and Exchange Commission (“SEC”), in its annual report to shareholders, in press releases and other
written materials, and in oral statements made by its officers, directors, or employees to third parties. Statements that are not historical
facts, including but not limited to statements about Soluna’s beliefs and expectations, are forward-looking statements. Forward-looking
statements involve inherent risks and uncertainties, further information regarding which is included in the Company’s filings with
the SEC. All information provided in this press release is as of the date of the press release, and Soluna undertakes no duty to update
such information, except as required under applicable law.
About Soluna
Holdings, Inc. (Nasdaq: SLNH)
Soluna
is on a mission to make renewable energy a global superpower, using computing as a catalyst. The Company designs, develops, and operates
digital infrastructure that transforms surplus renewable energy into global computing resources. Soluna’s pioneering data centers
are strategically co-located with wind, solar, or hydroelectric power plants to support high-performance computing applications, including
Bitcoin Mining, Generative AI, and other compute-intensive applications. Soluna’s proprietary software MaestroOS(™) helps
energize a greener grid while delivering cost-effective and sustainable computing solutions and superior returns. To learn more, visit
solunacomputing.com and follow us on:
| ● | LinkedIn:
https://www.linkedin.com/company/solunaholdings/ |
| ● | X
(formerly Twitter): x.com/solunaholdings |
| ● | YouTube:
youtube.com/c/solunacomputing |
| ● | Newsletter:
bit.ly/solunasubscribe |
| ● | Resource
Center: solunacomputing.com/resources |
Soluna regularly
posts important information on its website and encourages investors and potential investors to consult the Soluna investor relations
and investor resources sections of its website regularly.
About
Blockware
Blockware
Solutions, LLC (“BWS”) is an American company specializing in blockchain infrastructure and cryptocurrency mining services.
Founded in 2017 and headquartered in Houston, Texas, Blockware Solutions provides comprehensive solutions, including mining hardware
sales, secure data center hosting, and blockchain investment advisory services. The company also operates a large-scale network of mining
farms and contributes to the decentralization of the Bitcoin network. Leveraging its technical expertise and commitment to transparency,
Blockware helps individuals and institutions grow their digital asset businesses. For more information, visit www.blockwaresolutions.com.
Contact
Public Relations
West of Fairfax
for Soluna
Soluna@westof.co
