8-K
Soluna Holdings, Inc (SLNH)
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
Dateof Report (Date of earliest event reported): February 12, 2026
SOLUNA
HOLDINGS, INC.
(Exactname of Registrant as Specified in Its Charter)
| Nevada | 001-40261 | 14-1462255 |
|---|---|---|
| (State or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
| 325 Washington Avenue Extension | ||
| --- | --- | |
| Albany, New York | 12205 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’sTelephone Number, Including Area Code: (516) 216-9257
N/A
(FormerName 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<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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<br> stock, par value $0.001 per share | SLNH | The<br> Nasdaq Stock Market LLC |
| 9.0%<br> Series A Cumulative Perpetual Preferred Stock, par value $0.001 per share | SLNHP | The<br> 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. ☐
Item7.01 Regulation FD Disclosure.
On February 12, 2026, Soluna Holdings, Inc. (the “Company”) issued a press release containing certain previously unreported corporate and operational information which the Company publishes regularly to its website. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Theinformation in Item 7.01 and in Exhibit 99.1 will not be treated as “filed” for the purposes of Section 18 of the SecuritiesExchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. This informationwill not be incorporated by reference into any filing under the Securities Act of 1933 or into another filing under the Exchange Act,unless that filing expressly incorporates this information by reference.
Item9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 | Press Release, dated February 12, 2026 |
|---|---|
| 104 | Cover<br> 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:<br> February 12, 2026 | By: | /s/ David C. Michaels |
| David<br> C. Michaels | ||
| Chief<br> Financial Officer | ||
| (principal<br> financial officer) |
Exhibit99.1
SolunaAnnounces Monthly Business Update
Engineering a 350MW AI campus for Project Kati 2
ALBANY, NY, February 12, 2026 – Soluna Holdings, Inc. (“Soluna” or the “Company”) (NASDAQ: SLNH), a developer of green data centers for intensive computing applications, including Bitcoin mining and AI, announced its January 2026 project site-level operations, developments, and updates.
The Company has provided the following Corporate and Site Updates.
KeyCompany Metrics:
The monthly metrics are now available here.
CorporateHighlights:
| ● | Soluna<br> and Siemens collaborate to address GPU power volatility in behind-the-meter AI deployments. |
|---|---|
| ● | Soluna<br> and Metrobloks partner to unlock 100+ MW of AI and HPC capacity at Project Kati 2. |
| ● | Michael<br> Picchi appointed Chief Financial Officer of Soluna, effective April 1, 2026. |
| ● | Soluna<br> featured in Tech Brew: “The ‘greener’ the data center,<br> the greater the potential savings,” by Tricia Crimmins. |
| ● | CEO<br> John Belizaire joins Currents, a Norton Rose Fulbright podcast, to discuss<br> curtailed power and data center design. |
| ● | CEO<br> John Belizaire discusses Soluna’s AI expansion plans at Project Kati 2 on the Power Mining Analysis podcast. |
KeyProject Updates:
Project Dorothy1A (25 MW, Bitcoin Hosting) / Project Dorothy 1B (25 MW, Bitcoin Prop-Mining):
| ● | Customer<br> deployments are underway at D1A for a 20 MW fleet upgrade, which is expected to be completed<br> by the end of February. |
|---|---|
| ● | D1A<br> and D1B experienced increased curtailment time due to recent winter storms and the resulting<br> grid demand. |
Project Dorothy2 (48 MW, Bitcoin Hosting):
| ● | Operations<br> remained strong for the month, with all customers at full capacity. |
|---|---|
| ● | D2<br> experienced increased curtailment time due to the recent winter storms and the resulting<br> grid demand. |
Project Sophie(25 MW, Bitcoin Hosting):
| ● | The<br> site has continued to operate at a steady state despite the challenging wintry conditions,<br> with impacts throughout the month. |
|---|
Photos of Soluna’s 83MW Project Kati 1 Under Construction, January 2026
Project Kati1 (83 MW Under Construction, Bitcoin Hosting):
| ● | Energization<br> approval from ERCOT has been obtained, and power commissioning for K1A Galaxy Phase 1 (24<br> MW) has been initiated and is expected to be completed in February. |
|---|---|
| ● | K1A<br> Galaxy Phase 2 (12 MW) is on track to begin power commissioning in March, and K1A Phase 3<br> (12 MW) is on track to begin power commissioning in April. |
| ● | Construction<br> of K1B (35 MW, Soluna MDCs / Cormint) continues to progress with MDC framing underway. |
| ● | A<br> new partnership has been announced to install and pilot Cormint’s proprietary container<br> design at K1B (12 MW) for the balance of capacity, with equipment delivery expected in Q2. |
Rendering of Soluna x Metrobloks 100MW AI Data Center
Project Kati2 (Under Development, AI/HPC Hosting):
| ● | Announced<br> a joint venture with Metrobloks and an AI plan for Project Kati 2. |
|---|---|
| ● | Engineering<br> a plan to deliver a 350MW Critical IT Tier 3 AI campus, spread across 7 buildings. |
| ● | Secured<br> over 500 acres of additional land to support a larger campus plan. |
| ● | Launched<br> the Request for Proposals (RFP) process to 10 construction management firms, which is expected<br> to be completed by the end of February. |
| ● | Actively<br> engaged in negotiations with 3 potential single-tenants to pre-lease the full campus. |
ProjectGrace (2 MW Under Development, AI/HPC Hosting):
| ● | Advancing<br> design optimization and technical validation for Project Grace’s microgrid electrical<br> architecture for AI load integration. |
|---|
PipelineHighlights:
| ● | Finalizing<br> Power Purchase Agreements (PPAs) and Retail Electric Provider (REP) agreements for the Ellen,<br> Hedy, and Rosa projects. |
|---|---|
| ● | Project<br> Annie has entered the Transmission/Distribution Service Provider (TDSP) planning queue and<br> will not require the ERCOT Large Flexible Load process. A Definitive Purchase and Sale Agreement<br> has been executed for the acquisition of 18 acres of land. |
| ● | PPA<br> negotiations are advancing for projects Annie, Gladys, and Fei. |
CustomerSuccess:
| ● | Deploying<br> 20 MW at Dorothy 1A from a current customer expansion. |
|---|
View Soluna’s recent AMA here.
Soluna’s updated glossary of terms is available here.
SafeHarbor Statement
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements include all statements, other than statements of historical fact, regarding our current views and assumptions with respect to future events regarding our business and our expectations with respect to Project Dorothy 1A’s 20MW Canaan deployment, and the construction of Project Kati 1, and other statements that are predictive in nature. These forward-looking statements can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident,” and similar statements. Readers are cautioned that any forward-looking information provided by us or on our behalf is not a guarantee of future performance. Actual results may differ materially from those contained in these forward-looking statements as a result of various factors disclosed in our filings with the Securities and Exchange Commission (“SEC”), including the “Risk Factors” section of our Annual Report on Form 10-K filed with the SEC on March 31, 2025. All forward-looking statements speak only as of the date on which they are made, and we undertake no duty to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except to the extent required by law.
About SolunaHoldings, Inc. (Nasdaq: SLNH)
Soluna is on a mission to make renewable energy a global superpower, using computing as a catalyst. The company designs, develops, and operates digital infrastructure that transforms surplus renewable energy into global computing resources. Soluna’s pioneering data centers are strategically co-located with wind, solar, or hydroelectric power plants to support high-performance computing applications, including Bitcoin Mining, Generative AI, and other compute-intensive applications. Soluna’s proprietary software MaestroOS(™) helps energize a greener grid while delivering cost-effective and sustainable computing solutions and superior returns. To learn more, visit solunacomputing.com and follow us on:
LinkedIn: https://www.linkedin.com/company/solunaholdings/
X (formerly Twitter): x.com/solunaholdings
YouTube: youtube.com/c/solunacomputing
Newsletter: bit.ly/solunasubscribe
Resource Center: solunacomputing.com/resources
Soluna regularly posts important information on its website and encourages investors and potential investors to consult the Soluna investor relations and investor resources sections of its website regularly.
Contact Information
Public Relations
West of Fairfax for Soluna
Soluna@westof.co