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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 12, 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 12, 2026, Soluna Holdings, Inc. (the “Company”) issued a press release containing certain previously unreported
corporate and operational information which the Company publishes regularly to its website. 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 12, 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 12, 2026 |
By: |
/s/
David C. Michaels |
| |
|
David
C. Michaels |
| |
|
Chief
Financial Officer |
| |
|
(principal
financial officer) |
Exhibit
99.1
Soluna
Announces Monthly Business Update
Engineering
a 350MW AI campus for Project Kati 2
ALBANY,
NY, February 12, 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, announced its January 2026 project
site-level operations, developments, and updates.
The
Company has provided the following Corporate and Site Updates.
Key
Company Metrics:
The
monthly metrics are now available here.
Corporate
Highlights:
| ● | Soluna
and Siemens collaborate to address GPU power volatility in behind-the-meter AI deployments. |
| | | |
| ● | Soluna
and Metrobloks partner to unlock 100+ MW of AI and HPC capacity at Project Kati 2. |
| | | |
| ● | Michael
Picchi appointed Chief Financial Officer of Soluna, effective April 1, 2026. |
| | | |
| ● | Soluna
featured in Tech Brew: “The ‘greener’ the data center,
the greater the potential savings,” by Tricia Crimmins. |
| | | |
| ● | CEO
John Belizaire joins Currents, a Norton Rose Fulbright podcast, to discuss
curtailed power and data center design. |
| | | |
| ● | CEO
John Belizaire discusses Soluna’s AI expansion plans at Project Kati 2 on the Power
Mining Analysis podcast. |
Key
Project Updates:
Project Dorothy
1A (25 MW, Bitcoin Hosting) / Project Dorothy 1B (25 MW, Bitcoin Prop-Mining):
| ● | Customer
deployments are underway at D1A for a 20 MW fleet upgrade, which is expected to be completed
by the end of February. |
| ● | D1A
and D1B experienced increased curtailment time due to recent winter storms and the resulting
grid demand. |
Project Dorothy
2 (48 MW, Bitcoin Hosting):
| ● | Operations
remained strong for the month, with all customers at full capacity. |
| ● | D2
experienced increased curtailment time due to the recent winter storms and the resulting
grid demand. |
Project Sophie
(25 MW, Bitcoin Hosting):
| ● | The
site has continued to operate at a steady state despite the challenging wintry conditions,
with impacts throughout the month. |

Photos
of Soluna’s 83MW Project Kati 1 Under Construction, January 2026
Project Kati
1 (83 MW Under Construction, Bitcoin Hosting):
| ● | Energization
approval from ERCOT has been obtained, and power commissioning for K1A Galaxy Phase 1 (24
MW) has been initiated and is expected to be completed in February. |
| ● | K1A
Galaxy Phase 2 (12 MW) is on track to begin power commissioning in March, and K1A Phase 3
(12 MW) is on track to begin power commissioning in April. |
| ● | Construction
of K1B (35 MW, Soluna MDCs / Cormint) continues to progress with MDC framing underway. |
| ● | A
new partnership has been announced to install and pilot Cormint’s proprietary container
design at K1B (12 MW) for the balance of capacity, with equipment delivery expected in Q2. |

Rendering
of Soluna x Metrobloks 100MW AI Data Center
Project Kati
2 (Under Development, AI/HPC Hosting):
| ● | Announced
a joint venture with Metrobloks and an AI plan for Project Kati 2. |
| ● | Engineering
a plan to deliver a 350MW Critical IT Tier 3 AI campus, spread across 7 buildings. |
| ● | Secured
over 500 acres of additional land to support a larger campus plan. |
| ● | Launched
the Request for Proposals (RFP) process to 10 construction management firms, which is expected
to be completed by the end of February. |
| ● | Actively
engaged in negotiations with 3 potential single-tenants to pre-lease the full campus. |
Project
Grace (2 MW Under Development, AI/HPC Hosting):
| ● | Advancing
design optimization and technical validation for Project Grace’s microgrid electrical
architecture for AI load integration. |
Pipeline
Highlights:
| ● | Finalizing
Power Purchase Agreements (PPAs) and Retail Electric Provider (REP) agreements for the Ellen,
Hedy, and Rosa projects. |
| ● | Project
Annie has entered the Transmission/Distribution Service Provider (TDSP) planning queue and
will not require the ERCOT Large Flexible Load process. A Definitive Purchase and Sale Agreement
has been executed for the acquisition of 18 acres of land. |
| ● | PPA
negotiations are advancing for projects Annie, Gladys, and Fei. |
Customer
Success:
| ● | Deploying
20 MW at Dorothy 1A from a current customer expansion. |
View
Soluna’s recent AMA here.
Soluna’s
updated glossary of terms is available here.
Safe
Harbor Statement
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 our current views and assumptions with respect to future events regarding our business and our expectations with respect
to Project Dorothy 1A’s 20MW Canaan deployment, and the construction of Project Kati 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. Readers are cautioned that any forward-looking information provided by us or on our behalf is not a guarantee
of future performance. Actual results may differ materially from those contained in these forward-looking statements as a result of various
factors disclosed in our filings with the Securities and Exchange Commission (“SEC”), including the “Risk Factors”
section of our Annual Report on Form 10-K filed with the SEC on March 31, 2025. All forward-looking statements speak only as of the date
on which they are made, and we undertake no duty to update or revise any forward-looking statements, whether as a result of new information,
future events, or otherwise, except to the extent required by 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.
Contact Information
Public Relations
West of Fairfax
for Soluna
Soluna@westof.co