[SCHEDULE 13G/A] Soleno Therapeutics, Inc. SEC Filing

Rhea-AI Filing Summary

Soleno Therapeutics, Inc. Schedule 13G/A reports that Nantahala Capital Management, LLC and its managing members, Wilmot B. Harkey and Daniel Mack, may be deemed beneficial owners of 1,001,350 shares of Soleno common stock as of June 30, 2025. That holding represents 1.99% of the class. The filing states the shares are held by funds and separately managed accounts under Nantahala’s control and that the positions were acquired and are held in the ordinary course of business, not to influence control.

Positive

• Full disclosure of beneficial ownership: 1,001,350 shares reported for Nantahala and its managing members
• Transparent classification as an investment adviser (IA) and statement that holdings are held in the ordinary course

Negative

• Holding is only 1.99% of the class, below the 5% threshold that typically signals material influence or activist potential

Insights

Financial Analyst

TL;DR Nantahala reports a small, disclosed 1.99% stake in SLNO, a non-controlling position held in the ordinary course.

The filing documents a clear, verifiable economic exposure of 1,001,350 shares representing 1.99% of Soleno's outstanding common stock. Because the stake is below 5% and the reporting persons assert the position is held in the ordinary course and not for control, the direct market impact is likely limited. The filing enhances transparency about institutional ownership but does not indicate activist intent or governance change.

Corporate Governance Expert

TL;DR Disclosure confirms beneficial ownership but shows no control signals or group formation; governance impact appears minimal.

The Schedule 13G/A classifies Nantahala as an investment adviser and lists shared voting and dispositive power over the disclosed shares for both named managing members. The report explicitly notes no sole voting or dispositive power and that the position is not held to influence control. From a governance perspective, this is routine institutional reporting without indications of coordinated action or control ambitions.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 9)

SOLENO THERAPEUTICS INC

(Name of Issuer)

Common Stock, $0.001 par value

(Title of Class of Securities)

834203309

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 834203309

1

Names of Reporting Persons

Nantahala Capital Management, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MASSACHUSETTS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,001,350.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,001,350.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,001,350.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

1.99 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 834203309

1

Names of Reporting Persons

Wilmot B. Harkey

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,001,350.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,001,350.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,001,350.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

1.99 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

CUSIP No. 834203309

1

Names of Reporting Persons

Daniel Mack

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 1,001,350.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 1,001,350.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

1,001,350.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

1.99 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: SOLENO THERAPEUTICS INC
(b)	Address of issuer's principal executive offices: 100 MARINE PARKWAY, SUITE 400 REDWOOD CITY, CALIFORNIA, 94065
Item 2.
(a)	Name of person filing: (1) Nantahala Capital Management, LLC ("Nantahala") (2) Wilmot B. Harkey (3) Daniel Mack (together the "Reporting Persons")
(b)	Address or principal business office or, if none, residence: 130 Main St. 2nd Floor, New Canaan, Connecticut 06840
(c)	Citizenship: (1) Nantahala is a Massachusetts limited liability company. (2) Each of Messrs. Harkey and Mack is a citizen of the United States of America.
(d)	Title of class of securities: Common Stock, $0.001 par value
(e)	CUSIP No.: 834203309
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: As of June 30, 2025, Nantahala may be deemed to be the beneficial owner of 1,001,350 Shares held by funds and separately managed accounts under its control, and as the managing members of Nantahala, each of Messrs. Harkey and Mack may be deemed to be a beneficial owner of those Shares.
(b)	Percent of class: As of June 30, 2025, each of the Reporting Persons may be deemed to be the beneficial owner of the following percentage of the total number of Shares outstanding: (1) Nantahala Capital Management, LLC ("Nantahala") : 1.99% (2) Wilmot B. Harkey: 1.99% (3) Daniel Mack: 1.99%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: (1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares. (2) Wilmot B. Harkey: 0 Shares. (3) Daniel Mack: 0 Shares.
	(ii) Shared power to vote or to direct the vote: (1) Nantahala Capital Management, LLC ("Nantahala") : 1,001,350 Shares. (2) Wilmot B. Harkey: 1,001,350 Shares. (3) Daniel Mack: 1,001,350 Shares.
	(iii) Sole power to dispose or to direct the disposition of: (1) Nantahala Capital Management, LLC ("Nantahala") : 0 Shares. (2) Wilmot B. Harkey: 0 Shares. (3) Daniel Mack: 0 Shares.
	(iv) Shared power to dispose or to direct the disposition of: (1) Nantahala Capital Management, LLC ("Nantahala") : 1,001,350 Shares. (2) Wilmot B. Harkey: 1,001,350 Shares. (3) Daniel Mack: 1,001,350 Shares.
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. Each of Messrs. Harkey and Mack is filing this Schedule 13G as a control person in respect of shares beneficially owned by Nantahala, an investment adviser as described in ss. 240.13d-1(b)(1)(ii)(E). See Item 4(a).
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Nantahala Capital Management, LLC

Signature:	/s/ Taki Vasilakis
Name/Title:	Taki Vasilakis / Chief Compliance Officer
Date:	08/14/2025

Wilmot B. Harkey

Signature:	/s/ Wilmot B. Harkey
Name/Title:	Wilmot B. Harkey
Date:	08/14/2025

Daniel Mack

Signature:	/s/ Daniel Mack
Name/Title:	Daniel Mack
Date:	08/14/2025

FAQ

How many Soleno (SLNO) shares does Nantahala Capital Management report owning?

The filing reports 1,001,350 shares beneficially owned by Nantahala and its managing members.

What percentage of SLNO does the reported holding represent?

The reported position represents 1.99% of the outstanding common stock as of June 30, 2025.

Are the reporting persons claiming control of Soleno (SLNO)?

No. The filing states the shares are held in the ordinary course of business and not for the purpose of changing or influencing control.

Who filed the Schedule 13G/A for SLNO?

The filing was made by Nantahala Capital Management, LLC and co-filed by managing members Wilmot B. Harkey and Daniel Mack.

What voting and dispositive power is reported for the shares?

The filing reports 0 shares with sole voting or dispositive power and 1,001,350 shares with shared voting and shared dispositive power.