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

Rhea-AI Filing Summary

Soluna Holdings, Inc. (SLNH) reported a grant of 116,579 restricted stock awards to reporting person David C. Michaels, who is identified as both a director and the Chief Financial Officer. The awards were approved by the Compensation Committee and were granted on 09/01/2025 at a price of $0. After the grant, the reporting person beneficially owned 379,582 shares of common stock. The restricted shares are structured to vest 100% upon the reporting person’s separation from the issuer. The Form 4 was signed on behalf of the reporting person by an attorney-in-fact on 09/02/2025.

Insights

Corporate Governance Expert

TL;DR: Routine executive equity grant approved by Compensation Committee; vesting tied to separation.

The Form 4 documents a non-cash grant of 116,579 restricted stock awards to David C. Michaels, who serves as both a director and the company’s Chief Financial Officer. The Compensation Committee approved the grant on 09/01/2025 and the awards carry a $0 purchase price, indicating they are restricted stock awards rather than stock purchases. The awards vest fully upon separation, which is an atypical single-trigger vesting condition compared with time- or performance-based schedules; however, the filing contains no further detail on any performance conditions or acceleration provisions. This disclosure appears procedural and customary for executive compensation reporting under Section 16.

Securities/Compliance Analyst

TL;DR: Form 4 properly reports a 09/01/2025 grant and resulting beneficial ownership; no material market-moving facts disclosed.

The filing shows the transaction code for a grant (A) and reports beneficial ownership increasing to 379,582 shares following the award. The price reported is $0, consistent with restricted stock awards issued as compensation. The form is signed by an attorney-in-fact on 09/02/2025, indicating appropriate execution. There are no derivative instruments, dispositions, or purchase payments disclosed. From a compliance perspective the Form 4 appears complete for the transaction described; it does not include additional compensatory plan details or any statements about accelerated vesting, tax elections, or related-party arrangements.

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^*

MICHAELS DAVID C

(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
X	Officer (give title below)		Other (specify below)
	Chief Financial 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		116,579(1)	A	$0	379,582	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 116,579 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 David C. Michaels report on Form 4 for Soluna Holdings (SLNH)?

The Form 4 reports a grant of 116,579 restricted stock awards on 09/01/2025 approved by the Compensation Committee.

How many shares does the reporting person own after the reported transaction?

The reporting person beneficially owned 379,582 shares of common stock following the reported transaction.

What are the vesting terms of the restricted stock awards reported on Form 4?

The shares vest 100% upon the reporting person's separation from the issuer, per the filing.

Was any purchase price paid for the restricted stock awards?

The Form 4 lists a price of $0, consistent with restricted stock awards granted as compensation.

Who signed the Form 4 and when was it executed?

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