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

Rhea-AI Filing Summary

Soluna Holdings, Inc. (SLNH) Form 4 shows Michael Toporek, a director, was granted 1,003,176 restricted stock awards of common stock on 09/01/2025. The awards were approved by the Compensation Committee and reported at a $0 price. After the grant, the reporting person beneficially owned 2,927,668 shares. The restricted shares will vest 100% upon the reporting person’s separation from the issuer. The form was signed by an attorney-in-fact on 09/02/2025.

Positive

• Grant approved by Compensation Committee, indicating formal corporate approval
• Clear disclosure of grant size and post-transaction ownership: 1,003,176 awarded; 2,927,668 shares beneficially owned
• Vesting condition explicitly stated: awards vest 100% upon reporting person’s separation

Negative

• None.

Insights

Financial Analyst

TL;DR: Director received a large grant of 1,003,176 restricted common shares, raising reported beneficial ownership to 2,927,668 shares.

The Form 4 documents a non-cash grant of 1,003,176 restricted stock awards to Michael Toporek, approved by the Compensation Committee and recorded at a $0 price on 09/01/2025. The awards vest fully upon separation, indicating they are retention- or severance-linked rather than time-vesting performance awards. The reported post-transaction beneficial ownership figure is explicit at 2,927,668 shares. No exercise prices, derivative instruments, or additional conditions are disclosed in this filing.

Corporate Governance Expert

TL;DR: The grant is governance-approved and vests upon separation; structural terms disclosed are minimal.

The filing states the Compensation Committee approved the restricted stock awards and specifies a single vesting trigger: 100% vesting upon the reporting person’s separation from the issuer. The document provides clear disclosure of the transaction date and resulting beneficial ownership but does not include further governance details such as award agreement references, forfeiture provisions, or committee rationale. This is a routine insider grant disclosure under Section 16.

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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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^*

TOPOREK MICHAEL

(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		1,003,176(1)	A	$0	2,927,668	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 1,003,176 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.
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 Michael Toporek report on the Form 4 for SLNH?

The Form 4 reports a grant of 1,003,176 restricted stock awards of common stock on 09/01/2025.

How many shares does Michael Toporek beneficially own after the reported transaction?

Following the grant, the filing shows 2,927,668 shares beneficially owned.

At what price were the restricted stock awards reported?

The awards are reported with a price of $0 in the Form 4.

What is the vesting condition for the restricted stock awards?

The shares will vest 100% upon the reporting person’s separation from the issuer.

Who approved the restricted stock awards?

The filing states the awards were approved by the issuer’s Compensation Committee.