false 0000064463 0000064463 2024-04-18 2024-04-18 0000064463 SLNH:CommonStockParValue0.001PerShareMember 2024-04-18 2024-04-18 0000064463 SLNH:Sec9.0SeriesCumulativePerpetualPreferredStockParCalue0.001PerShareMember 2024-04-18 2024-04-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 18, 2024 (April 18, 2024)

 

 

 

SOLUNA HOLDINGS, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

 

Nevada   001-40261   14-1462255

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

325 Washington Avenue Extension    
Albany, New York   12205
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (516) 216-9257

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  Trading Symbol(s)  

Name of each exchange on which registered

Common stock, par value $0.001 per share   SLNH   The Nasdaq Stock Market LLC
9.0% Series A Cumulative Perpetual Preferred Stock, par calue $0.001 per share   SLNHP   The Nasdaq Stock Market LLC

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 
 

 

Item 7.01 Regulation FD Disclosure

 

Attached as Exhibit 99.1 to this Current Report is the text of a presentation prepared and delivered by John Belizaire, Chief Executive Officer of Soluna Holdings, Inc. (the “Company”) entitled “Ask Me Anything” (“AMA”), which was posted to its website on April 19, 2024. During the presentation the Company answers questions submitted by stockholders and other interested parties on matters relevant to the Company, including items that may potentially be considered material and not previously disclosed.

 

Investors are encouraged to monitor the platform for the AMA session and a replay of the session is available at https://www.solunacomputing.com/investors/ and filed as Exhibit 99.1 to this Form 8-K.

 

The information in Item 7.01 and in Exhibit 99.1 will not be treated as “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This information will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or into another filing under the Exchange Act, unless that filing expressly incorporates this information by reference.

 

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits.

 

99.1   AMA Transcript, dated April 19, 2024
     
104   Cover Page Interactive Date File (embedded with the Inline XBRL document)

 

 
 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  SOLUNA HOLDINGS, INC.
     
Date: April 19, 2024 By: /s/ John Tunison
    John Tunison
    Chief Financial Officer
    (principal financial officer)

 

 

 


ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

ex99-1.htm

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XBRL DEFINITION FILE

XBRL LABEL FILE

XBRL PRESENTATION FILE

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