secwatch / observer

Soluna Holdings, Inc — fact timeline

Source-grounded facts extracted from Soluna Holdings, Inc's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.

SLNH Soluna Holdings, Inc JSON
Material Agreements

Soluna Holdings, Inc entered into Joint Venture Agreement with DC Kati Venture LLC (effective 2026-06-03).

“on June 3, 2026 (the "Effective Date"), Soluna HPC KK II HoldCo, LLC (the "Soluna Member"), a wholly owned subsidiary of Soluna HPC, Inc., a wholly owned subsidiary of the Company, entered into a limited liability company agreement (the "Joint Venture Agreement") with DC Kati Venture LLC (the "Metrobloks Member") to govern the terms of operation of Soluna MB KK II JVCo, LLC (the "Joint Venture").”
Material Agreements

Soluna Holdings, Inc entered into Membership Interests Purchase Agreement with Navitas West Texas Investments SPV, LLC valued at approximately $8.8 million (effective 2026-05-19).

“On May 19, 2026, Soluna Digital, Inc. (the “Purchaser”), a wholly owned subsidiary of Soluna Holdings, Inc. (the “Company”), entered into a Membership Interests Purchase Agreement (the “MIPA”) with Navitas West Texas Investments SPV, LLC (the “Seller”), Navitas Advisors, LLC, and Soluna DV ComputeCo, LLC (the “Dorothy 1B Project Company”), pursuant to which the Purchaser acquired 49% of the issued and outstanding membership interests in the Dorothy 1B Project Company from the Seller.”
Earnings Releases

Soluna Holdings, Inc reported the first quarter ended March 31, 2026 results: revenue $9.4 million, net income ($17.9 million).

“Michael Picchi as CFO, effective April 1, 2026. First Quarter Financial Highlights: ● Revenue increased sequentially for the fourth consecutive quarter from $9.2 million to $9.4 million. On a year-over-year basis, revenue increased 58% , driven by Dorothy 2 energization, Dorothy 1A revenue growth, and Kati 1 going live, partially offset by hashprice”
Equity Issuances

Soluna Holdings, Inc issued up to 2,400,000 shares of warrant to YA II PN, LTD. for $1.06 per share.

“provided by Section 4(a)(2) of the Securities Act promulgated thereunder and in reliance on similar exemptions under applicable state laws. The Warrant has an exercise price of $1.06 per share of Common Stock, is exercisable upon issuance and expires on the twelve-month anniversary of its date of issuance. The Warrant is exercisable, at the option of the”
Debt Financings

Soluna Holdings, Inc incurred loan of up to $12,000,000 with YA II PN, LTD. at 5% per annum (18% upon default) maturing May 15, 2027.

“the Company entered into a Securities Purchase Agreement (the "SPA") with YA II PN, LTD. (the "Lender"), pursuant to which the Company issued to the Lender a Promissory Note (the "Note") payable to the Lender, providing for an unsecured loan in the aggregate principal amount of up to $12,000,000 (the "Principal Amount"). The outstanding Principal Amount will mature on May 15, 2027 (the "Maturity Date") and bears interest at a rate per annum of 5%, based on a 365-day year, which interest rate shall increase to a rate per annum of 18% upon the occurrence of an Event of Default”
Material Agreements

Soluna Holdings, Inc entered into SPA with YA II PN, LTD. valued at $12,000,000 (effective 2026-04-15).

“In connection with the MIPA, on April 15, 2026, the Company entered into a Securities Purchase Agreement (the “SPA”) with YA II PN, LTD. (the “Lender”), pursuant to which the Company issued to the Lender a Promissory Note (the “Note”) payable to the Lender, providing for an unsecured loan in the aggregate principal amount of up to $12,000,000 (the “Principal Amount”).”
Material Agreements

Soluna Holdings, Inc entered into MIPA with Soluna SLC Fund I Projects Holdco LLC valued at $6.0 million (effective 2026-04-15).

“On April 15, 2026, Soluna Digital Inc. (the “Purchaser”), a wholly owned subsidiary of Soluna Holdings, Inc. (the “Company”), entered into a Membership Interests Purchase Agreement (the “MIPA”), with Soluna SLC Fund I Projects Holdco LLC (the “Seller”) and Soluna DVSL JVCo, LLC, a Delaware limited liability company (the “Dorothy 1A Project Company”), pursuant to which the Purchaser acquired 85.4% of the issued and outstanding Class B Membership Interests in the Dorothy 1A Project Company from the Seller.”
Listing & Compliance Notices

Soluna Holdings, Inc received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“April 10, 2026, Soluna Holdings, Inc. (the “Company”) received written notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) that the closing bid price for the Company’s common stock, par value $0.001 per share (the “Common Stock”), had been below $1.00 per share for the previous 30 consecutive business days, and that the Company is therefore not in compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market as set forth in Nasdaq Listing Rule 5550(a)(2). The Notice has no immediate effect on the listing or trading of the Common Stock on the”
Debt Financings

Soluna Holdings, Inc incurred credit facility of $12,500,000 with Generate Lending, LLC, as administrative agent and collateral agent, and Generate Strategic Credit Master Fund I-A, L.P., as lender at Term SOFR plus a margin of 8.0% per annum.

“establishes Tranche C loan commitments of $12,500,000 to finance the Briscoe Project Acquisition”
Material Agreements

Soluna Holdings, Inc amended Consent and Amendment No. 1 to the Credit Agreement and Amendment No. 1 to the Pledge Agreement with Generate Lending, LLC and Generate Strategic Credit Master Fund I-A, L.P. valued at establishment of Tranche C loan commitments of $12,500,000; previously disclosed Credit Agreement pr (effective 2026-04-01).

“On April 1, 2026, in connection with the Briscoe Project Acquisition, the Company caused the Existing Borrowers and the Tranche C Borrower (collectively, the “ Borrowers ”) to enter into Consent and Amendment No. 1 to the Credit Agreement and Amendment No. 1 to the Pledge Agreement (the “ Amendment ”, and the Credit Agreement, as amended by the Amendment, the “ Amended Credit Agreement ”) with the Agent and the Lender.”
Material Agreements

Soluna Holdings, Inc entered into Membership Interest Purchase Agreement with Briscoe Wind Project Holdings I, LLC, JPM Capital Corporation, and Morgan Stanley Wind LLC valued at aggregate closing payment of approximately $53,000,000 (effective 2026-04-01).

“On April 1, 2026, Soluna DV Wind SponsorCo, LLC (the “ Tranche C Borrower ”), a wholly owned indirect subsidiary of Soluna Holdings, Inc. (the “ Company ”), entered into a Membership Interest Purchase Agreement (the “ MIPA ”) with Briscoe Wind Project Holdings I, LLC, JPM Capital Corporation, and Morgan Stanley Wind LLC (collectively, the “ Sellers ”), pursuant to which the Tranche C Borrower acquired one hundred percent (100%) of the issued and outstanding equity interests in Briscoe Wind Farm, LLC, a Delaware limited liability company (the “ Briscoe Project Company ”), from the Sellers.”
Auditor Changes

Soluna Holdings, Inc engaged KPMG LLP as its auditor.

“On March 29, 2026, the Audit Committee approved the appointment of KPMG LLP (“KPMG”) as the Company’s new independent registered public accounting firm for the fiscal year ended December 31, 2026.”
Auditor Changes

Soluna Holdings, Inc dismissed UHY LLP as its auditor.

“On March 29, 2026, Soluna Holdings, Inc. (the “Company”) notified UHY LLP (“UHY”) that UHY would be dismissed as the Company’s independent registered public accounting firm.”
Earnings Releases

Soluna Holdings, Inc reported financial results for the three months and fiscal year ended December 31, 2025.

“On March 30, 2026, Soluna Holdings, Inc. (the “Company”) issued a press release announcing its financial results for the three months and fiscal year ended December 31, 2025.”
Material Agreements

Soluna Holdings, Inc entered into "Purchase Agreement" with certain investors valued at approximately $32 million (effective 2025-12-04).

“On December 4, 2025, Soluna Holdings, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain investors”
Governance Changes

Soluna Holdings, Inc: Amendment to Articles of Incorporation to increase authorized common shares from 75,000,000 to 375,000,000 (effective 2025-11-07).

“As described under the Proposal to Increase Authorized Shares in Item 5.07 of this Current Report on Form 8-K, on November 7, 2025, Soluna Holdings, Inc. (the “Company”) held a Special Meeting of Stockholders (the “Special Meeting”) at which, among other matters of business acted upon, the Company’s stockholders approved an amendment to the Company’s Articles of Incorporation, as amended (the “Articles”), to increase the Company’s authorized shares of common stock, par value $0.001 per share (the “Common Stock”), from 75,000,000 shares to 375,000,000 shares (the “Certificate of Amendment”).”
Equity Issuances

Soluna Holdings, Inc issued up to 2,000,000 shares of Common Stock of warrant to Generate Strategic Credit Master Fund I-B, L.P..

“a pre-funded warrant (the “Pre-Funded Warrant”) to purchase up to 2,000,000 shares of common stock of the Company”
Debt Financings

Soluna Holdings, Inc incurred credit facility of up to $35.5 million with Generate Lending, LLC, as administrative agent and collateral agent; Generate Strategic Credit Master Fund I-A, L.P., as Lender at Term SOFR plus a margin of 10.0% per annum, and for ABR loans is equal to the AB maturing September 12, 2030.

“to enter into a Credit and Guaranty Agreement (the “Credit Agreement”) with Generate Lending, LLC, as administrative agent and collateral agent (the “Agent”), and Generate Strategic Credit Master Fund I-A, L.P. (the “Lender”). The Credit Agreement provides for senior secured term loan commitments in an aggregate principal amount of up to $35.5 million”
Listing & Compliance Notices

Soluna Holdings, Inc received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“May 8, 2025, Soluna Holdings, Inc. (the “Company”) received written notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) that the closing bid price for the Company’s common stock had been below $1.00 per share for the previous 30 consecutive business days, and that the Company is therefore not in compliance with the minimum bid price requirement for continued listing on the Nasdaq Capital Market as set forth in Nasdaq Listing Rule 5550(a)(2). The Notice has no immediate effect on the listing or trading of the Company’s common stock on the Nasdaq Capital Market. In accordance with”
Debt Financings

Soluna Holdings, Inc amended loan.

“On March 23, 2025, the Note Parties entered into a Modification Agreement (the "Modification Agreement") to, among other things, (i) provide for the deposit of 1,000,000 shares (the "Escrow Shares") of the Company's common stock, par value $0.001 per share (the "Common Stock"), into an escrow account maintained by Northland Securities, Inc., pursuant to an escrow agreement (as further described below), (ii) provide for the issuance to the Investor of a warrant to purchase shares of Common Stock upon the release by the Investor of its lien on the property of the Company (the "Warrant"), (iii) amend the payment schedule of the Note to provide (a) for each of the six scheduled payments occurring after the earlier of the effectiveness of a registration statement for the resale of the Registrable Securities (as defined below) or the date that the Registrable Securities may be sold pursuant to Rule 144 under the Securities Act of 1933, as amended (the "Securities Act"), without any informati”
Debt Financings

Soluna Holdings, Inc incurred term loan of $5 million with Galaxy Digital LLC at 15.0% per annum maturing March 12, 2030.

“entered into a Loan Agreement (the “Loan Agreement”) with Holdings and Galaxy Digital LLC (the “Lender”). The Loan Agreement comprises a term loan facility in the principal amount of $5 million (the “Term Loan Facility”). The Term Loan Facility bears interest at 15.0% per annum”
Earnings Releases

Soluna Holdings, Inc reported the full year ended December 31, 2023 results: revenue $21.1 million.

“in revenue represented a 75% increase as compared to the third quarter 2023, had a significant positive impact on our full fiscal year results. ● Total 2023 revenue was $21.1 million, a decrease of $7.5 million or 26% as compared to 2022 – The decrease was due mainly to the impacts of the strategic realignment of the Company’s business from a primarily”

John Tunison was appointed as Chief Financial Officer and Treasurer at Soluna Holdings, Inc.

“The Company has appointed John Tunison to serve as the Chief Financial Officer and Treasurer of the Company, effective April 8, 2024”

David Michaels resigned as Chief Financial Officer at Soluna Holdings, Inc.

“the Company will accept David Michaels’s resignation from his position as CFO of the Company, effective immediately upon the effectiveness of the appointment of a new CFO.”
Material Agreements

Soluna Holdings, Inc amended Fourth Amendment Agreement with certain institutional and accredited investors (the "Purchasers") (effective 2024-02-28).

“On February 28, 2024 the Company and the Purchasers entered into a Fourth Amendment Agreement to amend the Notes, SPA and related agreements”
Material Agreements

Soluna Holdings, Inc amended Third Amendment Agreement with certain accredited investors (the "Noteholders") (effective 2023-11-20).

“On November 20, 2023 the Company and the Noteholders entered into a Third Amendment Agreement to amend the Notes, the October SPA and related agreements”
Governance Changes

Soluna Holdings, Inc: Amendment to certificate of incorporation to effect a reverse stock split at a ratio of 1-for-25 (effective 2023-10-13).

“On October 11, 2023, the Company filed a Certificate of Change (the “Certificate of Change”) effecting a reverse stock split as of 5:00 p.m. Eastern Standard Time on October 13, 2023 with a ratio of 1-for-25 (the “Reverse Split”).”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Frequency of Future Non-Binding Proposals on Exec. Compensation at the 2023-06-29 meeting.

“Proposal No. 6: Frequency of Future Non-Binding Proposals on Exec. Compensation 3 Years 2 Years 1 Year Abstain Total Shares Voted 9,038,062 509,663 2,631,582 191,470”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Approve, by Non Binding Advisory Vote, Executive Compensation at the 2023-06-29 meeting.

“Proposal No. 5: Approve, by Non Binding Advisory Vote, Executive Compensation Votes For Votes Against Votes Abstained 10,746,978 1,077,920 545,879”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Approval to Amend and Restate 2023 Stock Incentive Plan at the 2023-06-29 meeting.

“Proposal No. 4: Approval to Amend and Restate 2023 Stock Incentive Plan Votes For Votes Against Votes Abstained 9,687,886 2,263,207 419,684”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Approval to Effect a Reverse Stock Split of Common Stock at the 2023-06-29 meeting.

“Proposal No. 3: Approval to Effect a Reverse Stock Split of Common Stock Votes For Votes Against Votes Abstained 61,877,432.00 5,723,302.00 919,930.00”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Ratify UHY LLP as the Independent Registered Public Accountant at the 2023-06-29 meeting.

“Proposal No. 2: Ratify UHY LLP as the Independent Registered Public Accountant Votes For Votes Against Votes Abstained 17,886,277 410,853 233,534”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Election of Directors at the 2023-06-29 meeting.

“Proposal No. 1: Election of Directors For Withheld William Hazelip 11,410,213 960,564 Thomas J. Marusak 11,724,823 645,954 Michael Toporek 11,392,118 978,659”
Listing & Compliance Notices

Soluna Holdings, Inc received a nasdaq extension granted notice regarding minimum bid price.

“June 20, 2023 the NASDAQ listing compliance staff informed the Company that it was eligible for a further 180 day calendar period, or until December 18, 2023 to satisfy compliance. The Company intends to take all reasonable measures available to regain compliance under the Nasdaq Listing Rules and remain listed on Nasdaq. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: June 23, 2023 SOLUNA HOLDINGS, INC. By: /s/ David Michaels Name: David M”
Governance Changes

Soluna Holdings, Inc: Filed a certificate of designation for Series X Preferred Stock with 50,000,000 votes, voting only on Reverse Stock Split, no liquidation rights, and transfer restrictions (effective 2023-05-19).

“On May 19, 2023, the Company filed a certificate of designation (the “Certificate of Designation”) with the Secretary of State of Delaware, effective as of the time of filing, designating the rights, preferences, privileges and restrictions of the share of Preferred Stock.”

Michael Toporek was elected as Executive Chairman of the Board at Soluna Holdings, Inc.

“Michael Toporek, the Company’s prior Chief Executive Officer, has been elected to serve as Executive Chairman of the Board of Directors, effective as of May 1, 2023.”

John Belizaire was appointed as Chief Executive Officer at Soluna Holdings, Inc.

“The Company has appointed John Belizaire, the Chief Executive Officer of the Company’s Soluna Computing, Inc. subsidiary (“SCI’) and a current director of the Company, to serve as the Chief Executive Officer of the Company, effective as of May 1, 2023.”

Michael Toporek resigned as Chief Executive Officer at Soluna Holdings, Inc.

“Effective as of May 1, 2023, Michael Toporek resigned as Chief Executive Officer of Soluna Holdings, Inc. (the “Company”) in connection with the appointment of John Belizaire as Chief Executive Officer as part of the Company’s previously announced succession plan.”
Material Agreements

Soluna Holdings, Inc amended a notes offering with holders of the outstanding Convertible Notes (effective 2023-04-24).

“On April 24, 2023, the Company reached agreement with the holders of the outstanding Convertible Notes to extend the maturity thereof until May 25, 2023 while the parties negotiate a longer term extension.”

David C. Michaels was appointed as interim Chief Financial Officer at Soluna Holdings, Inc.

“The Company has appointed David C. Michaels, a current director of the Company, to serve as interim Chief Finacial Officer of the Company, effective as of April 21, 2023.”

Philip Patman Jr. resigned as Chief Financial Officer at Soluna Holdings, Inc.

“The Company has accepted Philip Patman, Jr.’s resignation from his position as Chief Financial Officer of the Company, effective April 21, 2023.”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Adjournment of Special Meeting to solicit additional votes if necessary at the 2023-03-10 meeting.

“Proposal No. 5 : The Company’s stockholders approved the adjournment of the Special Meeting, if necessary, to continue to solicit votes for Proposal Nos. 1 through 4.”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Soluna Holdings, Inc. 2023 Stock Incentive Plan at the 2023-03-10 meeting.

“Proposal No. 4 : The Company’s stockholders approved the Soluna Holdings, Inc. 2023 Stock Incentive Plan.”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Soluna Holdings, Inc. Third Amended and Restated 2021 Stock Incentive Plan at the 2023-03-10 meeting.

“Proposal No. 3 : The Company’s stockholders approved the Soluna Holdings, Inc. Third Amended and Restated 2021 Stock Incentive Plan.”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Approval of adjustments to conversion price of convertible promissory notes and related issuances at the 2023-03-10 meeting.

“Proposal No. 2 : The Company’s stockholders approved (a) adjustments to the conversion price of outstanding convertible promissory notes, (b) adjustments to the exercise price of outstanding warrants to purchase the Company’s common stock held by the holders of outstanding convertible promissory notes, (c) the issuance of shares of the Company’s common stock upon the conversion of such convertible promissory notes, and (d) the issuance of shares of the Company’s common stock upon the exercise of such warrants to purchase the Company’s common stock, in each case as required by the terms of the December 2022 Purchase Agreement and Nasdaq Listing Rules.”
Shareholder Votes

Soluna Holdings, Inc shareholders approved Approval of issuance of shares and warrants to investors under December 2022 Purchase Agreement at the 2023-03-10 meeting.

“Proposal No. 1 : The Company’s stockholders approved (a) the issuance of shares of the Company’s common stock to certain investors pursuant to a Securities Purchase Agreement dated December 5, 2022 entered into among the Company and such investors (the “December 2022 Purchase Agreement”), (b) the issuance of shares of the Company’s common stock upon the exercise of warrants issued to such investors pursuant to the December 2022 Purchase Agreement, and (c) the issuance of additional shares of the Company’s common stock, and the issuance of shares of the Company’s common stock upon the exercise of additional related warrants, upon the exercise of options granted to such investors under the December 2022 Purchase Agreement, in each case as required by the terms of the December 2022 Purchase Agreement and Nasdaq Listing Rules.”
Material Agreements

Soluna Holdings, Inc entered into Lease Agreement with Alice Fay Grabbe (effective 2023-02-24).

“On the Effective Date, ServeCo and Alice Fay Grabbe (“ Owner ”) entered into a Lease Agreement (the “ Lease ”) to lease certain real property located in Briscoe County, Texas for the Dorothy Facility.”
Material Agreements

Soluna Holdings, Inc entered into Performance and Net Energy Security Agreement with Briscoe Wind Farm, LLC, Golden Spread Electric Cooperative, Inc., Lighthouse Electric Cooperative, Inc. (effective 2023-02-24).

“ServeCo, Briscoe, LHEC, and GSEC also entered into a Performance and Net Energy Security Agreement (the “ PSA ”), pursuant to which ServeCo will provide certain credit support to LHEC in connection with its obligations under the Retail Agreement and the other transaction agreements.”
Material Agreements

Soluna Holdings, Inc entered into Cooperation Agreement with Briscoe Wind Farm, LLC (effective 2023-02-24).

“ServeCo and Briscoe also entered into a Cooperation Agreement (the “ Cooperation Agreement ”), pursuant to which Briscoe and ServeCo agreed to certain rights, obligations, and restrictions with respect to the real property of the Dorothy Facility and the construction, interconnection, permitting, operation, maintenance, removal, and decommissioning of the Dorothy Facility and applicable credit support.”
Material Agreements

Soluna Holdings, Inc entered into Agreement for Electric Service to Soluna DV Services, LLC with Lighthouse Electric Cooperative, Inc. (effective 2023-02-24).

“ServeCo and LHEC entered into an Agreement for Electric Service to Soluna DV Services, LLC (the “ Retail Agreement ”) for resale of energy supplied from the Briscoe Wind Farm and the ERCOT market delivered by GSEC for service to the energy load of the Dorothy Facility.”

Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.