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

Rhea-AI Filing Summary

Phelan William P, a director of Soluna Holdings, Inc. (ticker shown as SLNH in the filing), was granted 133,560 restricted stock awards of Common Stock on 09/01/2025. The grant price is reported as $0. After the grant the reporting person beneficially owned 402,083 shares. The restricted shares "will vest 100% upon the reporting person's separation from the issuer," per the filing. The Form 4 was signed by Christopher Gandolfo, Attorney in Fact, on 09/02/2025. The filing lists the reporting person's address as C/O Soluna Holdings, Inc., Albany, NY.

Positive

• Grant disclosed transparently: 133,560 restricted stock awards reported, increasing reported beneficial ownership to 402,083 shares
• Clear vesting condition: Awards vest 100% upon the reporting person's separation, as stated in the filing

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: A director received a sizeable restricted stock award that vests on separation, aligning compensation timing with tenure.

The Form 4 documents a grant of 133,560 restricted shares to director Phelan William P, recorded as a $0 price award and increasing his beneficial ownership to 402,083 shares. The vesting condition stated—100% upon separation—indicates these are retention/termination-contingent awards rather than time-vested installments. As a disclosure, this is routine but material for shareholders tracking insider ownership and potential future share movements upon vesting or separation.

Securities Analyst

TL;DR: Insider received a non-cash restricted stock grant; transaction is a standard equity-compensation disclosure with limited immediate market impact.

The filing shows a non-derivative grant of 133,560 common shares to a director, reported with a $0 price and resulting in 402,083 shares beneficially owned. The instrument is described as restricted stock awards approved by the Compensation Committee and vesting fully upon separation. This is an important disclosure for models that incorporate insider holdings and potential future share issuance, but the form contains no cash proceeds or option exercises and provides no additional financial terms beyond the vesting trigger.

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 [ 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		133,560(1)	A	$0	402,083	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 133,560 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 did Phelan William P report on the Form 4 for Soluna Holdings (SLNH)?

The Form 4 reports a grant of 133,560 restricted stock awards on 09/01/2025, with reporting person beneficial ownership of 402,083 shares following the transaction.

When do the restricted stock awards granted to Phelan William P vest?

The filing states the restricted shares "will vest 100% upon the reporting person's separation from the issuer."

Was there any cash paid for the restricted stock awards in the Form 4?

The transaction lists the price as $0, indicating no cash proceeds reported for the grant.

Who signed the Form 4 and when was it filed?

The Form 4 is signed by Christopher Gandolfo, Attorney in Fact on 09/02/2025.

What is the reporting person's relationship to Soluna Holdings?

The filing identifies Phelan William P as a Director of Soluna Holdings.