Welcome to our dedicated page for Soleno Therapeutics SEC filings (Ticker: SLNO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Soleno Therapeutics filings document the regulatory, financial, governance, and capital-structure disclosures of a Nasdaq-listed biopharmaceutical company commercializing VYKAT XR for hyperphagia associated with Prader-Willi syndrome. Recent Form 8-K reports cover operating results and launch updates, regulatory and marketing-authorization matters for diazoxide choline, material agreements, share-repurchase arrangements, and the company's common stock registration on Nasdaq.
The filing record also includes board-approved bylaw amendments, officer appointments and compensation arrangements, exhibits to earnings releases, and material-event disclosures related to strategic transactions. These documents formalize the company's public reporting around product commercialization, corporate governance, executive compensation, and risk-related business developments.
Soleno Therapeutics, Inc. responded to Neurocrine Biosciences’ tender offer and confirmed the offer at $53.00 per share. The Offer expired one minute after 11:59 p.m. Eastern on May 15, 2026, with 46,356,114 shares validly tendered, representing 88.9% of outstanding shares.
Purchaser accepted those Shares, and because the Minimum Condition was satisfied, the merger under Section 251(h) of the DGCL closed on May 18, 2026. Trading in the Shares ceased prior to the open on May 18, 2026, the Shares will be delisted from Nasdaq, and Neurocrine and Purchaser intend to terminate registration of the Shares and suspend Soleno’s Exchange Act reporting obligations.
Neurocrine Biosciences completed the acquisition of Soleno Therapeutics through a tender offer and subsequent merger. The Purchaser accepted for payment 46,356,114 Shares that were validly tendered, representing approximately 88.9% of outstanding Soleno common stock as of the offer Expiration Time. Purchaser accepted tenders on May 17, 2026 at an offer price of $53.00 per Share. Following acceptance, Purchaser merged into Soleno under Section 251(h) of the DGCL, with Soleno surviving as a wholly owned subsidiary of Neurocrine. Neurocrine and Purchaser intend to delist the Shares from Nasdaq and seek termination of registration and suspension of Soleno’s reporting obligations.
T. Rowe Price Associates, Inc. filed an Amendment No. 2 to a Schedule 13G/A reporting beneficial ownership of 1,025,868 shares of Soleno Therapeutics common stock, representing 2.0% of the class. The filing lists 1,025,117 shares with sole voting power and was signed on 05/15/2026.
The filer also includes a standard disclaimer denying beneficial ownership in the filing language. The disclosure updates the issuer name, CUSIP 834203309, and the reporter's address for regulatory recordkeeping.
Soleno Therapeutics ownership disclosure: This Schedule 13G/A amendment reports that Avoro Capital Advisors LLC and Behzad Aghazadeh each beneficially hold 2,300,000 shares of Common Stock, representing 4.45% of the class. The percentage is calculated using 51,718,149 shares outstanding as of 03/31/2026.
The filing states Avoro acquired the shares for investment purposes on behalf of Avoro Life Sciences Fund LLC and that Dr. Aghazadeh serves as portfolio manager and controlling person. Signatures are dated 05/15/2026.
Soleno Therapeutics, Inc. beneficial ownership disclosure amended by Wellington affiliates. The filing reports Wellington-related entities collectively beneficially own 4,426,781 shares, representing 8.57% of Soleno's common stock. Ownership is held for clients of Wellington investment advisers; voting and dispositive powers are largely shared across the named entities.
SOLENO THERAPEUTICS INC ownership disclosure: State Street Corporation reported beneficial ownership of 2,680,802 shares of Common Stock, representing 5.2% of the class as of 03/31/2026. The filing shows no sole voting or dispositive power; voting and disposition are exercised in shared capacities.
Soleno Therapeutics reported a profitable quarter as VYKAT XR commercialization scaled up and the company agreed to a cash buyout. For the three months ended March 31, 2026, product revenue reached $94.6 million, all from VYKAT XR sales, driving net income of $31.4 million compared with a $43.8 million loss a year earlier.
Total operating expenses were $63.3 million, mainly from selling, general and administrative costs of $50.4 million tied to commercial launch, while research and development fell to $11.3 million. The company ended the quarter with $133.0 million in cash and cash equivalents, $396.0 million in marketable securities and $50.0 million of long-term debt outstanding under its Oxford loan.
On April 5, 2026, Soleno entered into a Merger Agreement with Neurocrine Biosciences under which Neurocrine commenced a cash tender offer at $53.00 per share. If completed, Soleno will become a wholly owned subsidiary of Neurocrine. The company also achieved both commercial milestones under its Essentialis acquisition, triggering earnout payments, and believes current liquidity and cash flows will fund operations for at least the next twelve months.
Soleno Therapeutics, Inc. ownership disclosure: Janus Henderson Group plc reports beneficial ownership of 1,205,303 common shares of Soleno Therapeutics, representing 2.3% of the class as of 04/30/2026.
The filing states the shares are held by multiple Janus Henderson asset managers who exercise shared voting and dispositive power on behalf of managed portfolios; the managers disclaim rights to dividends or sale proceeds.
FMR LLC filed an amendment to a Schedule 13G/A reporting beneficial ownership of 193,013.61 shares of Soleno Therapeutics common stock, representing 0.4% of the class as of 04/30/2026. The filing states sole dispositive power over 193,013.61 shares and no shared voting or dispositive power. Abigail P. Johnson is listed with dispositive power consistent with FMR's filing. The amendment is signed under a power of attorney and references Exhibit 99 for a 13d-1(k)(1) agreement.
FMR LLC filed Amendment No. 2 to a Schedule 13G/A reporting beneficial ownership of 5,768,409.61 shares of common stock of Soleno Therapeutics Inc., representing 11.2% of the class as of the cover date. The filing lists sole voting power of 5,583,298 shares and sole dispositive power of 5,768,409.61. The filing identifies Abigail P. Johnson in her capacity related to FMR LLC and references a power of attorney and an associated 13d-1(k) agreement in Exhibit 99.