[Form 4] Soluna Holdings, Inc 9.0% Series A Cumulative Perpetual Preferred Stock Insider Trading Activity

Rhea-AI Filing Summary

Soluna Holdings director William Hazelip received a grant of 99,679 restricted stock awards on 09/01/2025, increasing his reported beneficial ownership to 291,384 shares of Common Stock. The awards were approved by the Compensation Committee and carry a reported price of $0. The restricted shares are structured to vest 100% upon the reporting person9s separation from the issuer. The Form 4 was signed by an attorney-in-fact on 09/02/2025 and reports the transaction as a non-derivative acquisition under Section 16.

Positive

• Director alignment: Grant increases William Hazelip9s beneficial ownership to 291,384 shares, aligning his interests with shareholders
• Committee approval: Awards were approved by the Compensation Committee, indicating formal governance review

Negative

• Potential dilution: Grant of 99,679 restricted shares is dilutive to existing shareholders absent offsetting retirements or repurchases
• Unusual vesting trigger: Vesting 100% upon separation is atypical and may indicate deferred/retention treatment rather than performance alignment

Insights

Corporate Governance Expert

TL;DR: Director received a sizable restricted stock grant that vests on separation, aligning incentives but raising dilution questions.

The grant of 99,679 restricted shares is a conventional compensation tool to align a director9s interests with shareholders. Vesting tied to separation (100% upon separation) is atypical compared with time- or performance-based schedules and may indicate retention or deferred compensation treatment. The reported $0 price confirms these are awards rather than purchases. For governance review, note disclosure clarity on forfeiture conditions and whether similar awards were granted to peers.

Securities Analyst

TL;DR: The transaction is a non-cash equity grant increasing insider ownership to 291,384 shares; impact on financials is likely immaterial but dilutive.

This Form 4 shows a director-level equity grant approved by the Compensation Committee. While the award increases the director9s reported stake, the absolute size relative to total shares outstanding is not disclosed here, so materiality to EPS or ownership percentages cannot be determined from this filing alone. Treat this as routine insider compensation unless aggregated with other awards disclosed elsewhere.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Hazelip William

(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 [ SLNH ]

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)
09/01/2025

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
Common Stock	09/01/2025		A		99,679(1)	A	$0	291,384	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. Transaction reported is a grant of 99,679 restricted stock awards representing shares of Common Stock, par value $0.001 per share, of the issuer ("Common Stock"), which were approved by the Compensation Committee. The shares of Common Stock will vest 100% upon the reporting person's separation from the issuer.

	/s/ Christopher Gandolfo, Attorney in Fact	09/02/2025
	** Signature of Reporting Person	Date
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 4 (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.
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FAQ

What transaction did William Hazelip report on Form 4 for Soluna Holdings (SLNH)?

He reported a grant of 99,679 restricted stock awards on 09/01/2025, increasing his beneficial ownership to 291,384 shares.

What are the vesting terms of the restricted stock awarded to the director?

The restricted shares are reported to vest 100% upon the reporting person9s separation from the issuer.

What price was reported for the restricted stock award?

The transaction is reported with a price of $0, indicating the shares were granted rather than purchased.

Who approved the restricted stock awards for Soluna Holdings?

The awards were approved by the company9s Compensation Committee according to the filing.

When was the Form 4 filed and signed?

The Form 4 shows the transaction date as 09/01/2025 and was signed by an attorney-in-fact on 09/02/2025.