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

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Jessica L. Thomas, Chief Accounting Officer of Soluna Holdings, Inc. reported a grant of 32,899 restricted stock awards of Common Stock on 09/01/2025. The awards were approved by the Compensation Committee and carry a $0 per-share price. The restricted shares vest in three tranches: 33% on 09/01/2026, 33% on 09/01/2027, and 34% on 09/01/2028, each contingent on continued service through the applicable vesting date. Following the grant, the reporting person beneficially owns 112,501 shares of Common Stock, held in a direct ownership form.

Positive
  • 32,899 restricted stock awards granted to the Chief Accounting Officer, per Compensation Committee approval
  • Vesting schedule disclosed: 33% on 09/01/2026, 33% on 09/01/2027, 34% on 09/01/2028, conditional on continued service
  • Beneficial ownership increased to 112,501 shares following the reported grant
  • No cash payment required for the awards (price reported as $0)
Negative
  • None.

Insights

TL;DR: A routine, committee-approved restricted stock grant increases executive ownership and ties compensation to future service-based vesting.

The 32,899 restricted stock awards granted to the Chief Accounting Officer appear to be a standard long-term incentive measure approved by the Compensation Committee and structured with multi-year service-based vesting. This both increases direct beneficial ownership to 112,501 shares and aligns an officer's interests with shareholders over a three-year period. There is no cash payment associated with the grant per the filing, and vesting is explicitly contingent on continued service through each vesting date.

TL;DR: The filing documents a non-cash equity grant; its immediate market impact is likely limited absent additional material disclosures.

The Form 4 discloses a non-derivative award of 32,899 restricted common shares at $0 price, with staggered vesting across 2026–2028. Such awards typically serve as compensation rather than liquidity events and do not represent open-market purchases or sales. The filing increases reported beneficial ownership to 112,501 shares for the reporting person, but the document contains no information on percentage ownership, dilution metrics, or material transactions that would suggest a near-term market-moving effect.

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
Estimated average burden
hours per response: 0.5
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*
Thomas Jessica L.

(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Accounting Officer
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 32,899(1) A $0 112,501 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 32,899 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 33% on September 1, 2026, 33% on September 1, 2027, and 34% on September 1, 2028, in each case subject to the reporting person remaining in the service of the issuer on each such vesting date.
/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.
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.

FAQ

What transaction did Jessica L. Thomas report on Form 4 for Soluna Holdings (SLNH)?

The filing reports a grant of 32,899 restricted stock awards of Common Stock on 09/01/2025, approved by the Compensation Committee.

How many shares does Jessica L. Thomas beneficially own after the transaction?

Following the reported grant, the reporting person beneficially owns 112,501 shares of Common Stock.

What is the vesting schedule for the restricted stock awards?

The restricted shares vest 33% on 09/01/2026, 33% on 09/01/2027, and 34% on 09/01/2028, subject to continued service.

Was there any cash paid for the restricted stock awards?

No cash consideration was reported; the price for the awards is listed as $0.

What role does the reporting person hold at Soluna Holdings?

The reporting person is identified as Chief Accounting Officer and is filing as an officer.
SOLUNA HOLDINGS INC

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