Soluna Holdings (NASDAQ: SLNH) director trims 9% preferred stock stake

Rhea-AI Filing Summary

Soluna Holdings reported an insider transaction involving its 9.0% Series A Cumulative Perpetual Preferred Stock. Director Mr. Phelan sold 7,001 preferred shares on 12/10/2025 at an average price of $9.58 per share, leaving him with 127,970 shares of this series.

On 12/11/2025, he sold an additional 3,737 preferred shares at an average price of $9.52 per share, after which he beneficially owned 124,233 shares of the same preferred stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Phelan William P

(Last) (First) (Middle)

C/O SOLUNA HOLDINGS, INC.

325 WASHINGTON AVENUE EXTENSION

(Street)

ALBANY NY 12205

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Soluna Holdings, Inc [ SLNHP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
9.0% Series A Cumulative Perpetual Preferred Stock	12/10/2025		S		7,001	D	$9.58(1)	127,970	D
9.0% Series A Cumulative Perpetual Preferred Stock	12/11/2025		S		3,737	D	$9.52(2)	124,233	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the average sales price of shares sold ranging from $9.43-$9.70 per share of 9.0% Series A Cumulative Preferred Stock. Mr. Phelan undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of shares sold in each separate lot.

2. Represents the average sales price of shares sold ranging from $9.25-$9.61 per share of 9.0% Series A Cumulative Preferred Stock. Mr. Phelan undertakes that he will provide, upon request by the staff of the U.S. Securities and Exchange Commission, full information regarding the number of shares sold in each separate lot.

	/s/ Christopher Gandolfo, Attorney in Fact	12/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Soluna Holdings (SLNH) disclose in this filing?

The filing discloses that Director Mr. Phelan sold shares of Soluna Holdings' 9.0% Series A Cumulative Perpetual Preferred Stock in two transactions on consecutive days in December 2025.

What type of security did the Soluna (SLNH) director sell?

The director sold shares of Soluna Holdings' 9.0% Series A Cumulative Perpetual Preferred Stock, which is listed as the company’s preferred stock series often traded under ticker SLNHP.

On what dates and at what average prices were the Soluna preferred shares sold?

On 12/10/2025, the director sold 7,001 preferred shares at an average price of $9.58 per share, based on sales ranging from $9.43–$9.70. On 12/11/2025, he sold 3,737 preferred shares at an average price of $9.52, from sales ranging between $9.25–$9.61.

How many Soluna preferred shares did the director own after the reported transactions?

After the 12/10/2025 sale, the director beneficially owned 127,970 shares of the 9.0% Series A preferred stock. Following the 12/11/2025 sale, his beneficial ownership was 124,233 preferred shares.

Does the Soluna (SLNH) filing explain how the average sale prices were calculated?

Yes. The filing states that the $9.58 average price reflects sales between $9.43 and $9.70 per share, and the $9.52 average price reflects sales between $9.25 and $9.61 per share. It also notes that Mr. Phelan will provide full lot-by-lot details to the SEC staff upon request.

Is this Soluna Holdings (SLNH) insider transaction filed by one or multiple reporting persons?

The report is indicated as being filed by one reporting person, reflecting transactions by a single Soluna Holdings director rather than a group.