SLNH 8-K
Soluna Holdings, Inc (SLNH)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 7.01 Regulation FD Disclosure.
On April 16, 2026, Soluna Holdings, Inc. (the “Company”) issued a press release announcing the acquisition of Spring Lane Capital’s equity interest in Project Dorothy 1A for $16.5 million (the “D1A Acquisition”). A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In connection with the D1A Acquisition, on April 16, 2026, the Company made available an investor presentation on the investor relations portion of its website. A copy of the investor presentation is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
The information in this Current Report on Form 8-K under Item 7.01, including the information contained in Exhibits 99.1 and 99.2, is being furnished to the Securities and Exchange Commission, and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| 99.1 | Press Release, dated April 16, 2026 | |
| 99.2 | Investor Presentation, dated April 16, 2026 | |
| 104 | Cover Page Interactive Data 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 16, 2026 | By: | /s/ Michael Picchi |
| Michael Picchi | ||
| Chief Financial Officer | ||
| (principal financial officer) | ||
Exhibit 99.1
Soluna Acquires Full Ownership of Project Dorothy 1A, Accelerating Vertical Integration and AI Campus Development
$16.5M acquisition consolidates Dorothy campus control; positions Soluna to convert existing infrastructure to AI and market Dorothy 3 to prospective customers
ALBANY, NY, April 16, 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, today announced the acquisition of Spring Lane Capital’s equity interest in Project Dorothy 1A (“D1A”) for $16.5 million. The transaction gives Soluna complete equity ownership of D1A, located in Silverton, Texas, and marks the second major step in the Company’s vertical integration of the Dorothy campus, following the $53 million acquisition of the Briscoe Wind Farm earlier this month.
With full ownership of D1A and Briscoe providing 150 megawatts of owned renewable power, Soluna is positioning itself to convert the Dorothy campus to AI computing as Dorothy 3 development advances and opens the door to bringing new equity partners onto the site on terms aligned with the Company’s AI-first strategy.
The acquisition represents a natural conclusion to Soluna’s partnership with Spring Lane Capital on the D1A project. SpringLane’s Fund I receives cash liquidity for its ownership interest, while Soluna gains the full equity control necessary to change the business plan of its Dorothy projects to support AI workloads and accelerate the development of Dorothy 3.
“Spring Lane Capital was the right partner for the first chapter of Dorothy,” said John Belizaire, CEO of Soluna. “With Briscoe secured and Dorothy 1A now fully owned, we have the foundation for what comes next: a vertically integrated AI campus, from energy generation to compute infrastructure, that we control end to end. That control is what gives us an accelerated path to power for AI customers.”
Transaction Details
The $16.5 million acquisition will be paid in cash in two installments: $6 million at closing, with the balance due in July 2026. Soluna previously held 14.6% interest in the Class B Membership Interests of D1A; this acquisition of the remaining 85.4% brings Soluna’s ownership of D1A to 100%, as it already owns 100% of the Class A Membership Interests. To finance a portion of the transaction, Soluna signed an unsecured promissory note with a lender in the principal amount of $12 million, maturing on May 15, 2027, which closed concurrently with the acquisition. Additional details regarding the transaction and the promissory note will be described in the Company’s Current Report on Form 8-K to be filed with the Securities and Exchange Commission (“SEC”).
| Term | Detail | |
| Total Purchase Price | $16,500,000 | |
| Financing | Promissory note with a lender plus balance sheet cash | |
| Seller | Spring Lane Capital (SLC Fund I) | |
| Interests Acquired | 85.4% Class B Membership Interests | |
| Post-Closing Ownership | 100% of Project Dorothy 1A | |
| Closing Date | April 15, 2026 |
Path to Full Campus Ownership
Soluna intends to pursue full ownership of the entire Project Dorothy campus. Discussions regarding Dorothy 1B and Dorothy 2 are underway. For Dorothy 3, the Company’s plan is to obtain significant ownership with the option to bring in new equity partners aligned with the AI infrastructure buildout. In the medium term, as Dorothy 3 development matures, the campus will transition to AI as its primary workload. Soluna expects to provide updates on campus ownership consolidation and Dorothy 3 development in its regular SEC filings and investor communications.
The D1A acquisition follows a series of strategic actions in 2026, including the Briscoe Wind Farm acquisition, the achievement of substantial completion at Kati 1 ahead of schedule, and the advancement of AI-focused development at Kati 2 and Grace. Soluna’s development pipeline now exceeds 4.3 gigawatts across multiple sites.
For more information on the acquisition, including an investor presentation, visit Soluna’s Investor Center at www.solunacomputing.com/investors. More on Project Dorothy and Soluna’s data center projects is available at www.solunacomputing.com.
Safe Harbor Statement by Soluna
This press release 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, our expectations with respect to the conversion of the Dorothy campus infrastructure to AI workloads, the development of Project Dorothy 3, the Company’s plan to acquire full ownership of the entire Project Dorothy campus and the potential to bring in new equity partners for future projects; 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. Soluna may also make written or oral forward-looking statements in its periodic reports to the SEC, in its annual report to shareholders, in press releases and other written materials, and in oral statements made by its officers, directors, or employees to third parties. Statements that are not historical facts, including but not limited to statements about Soluna’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, further information regarding which is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of the press release, and Soluna undertakes no duty to update such information, except as required under applicable law.
About Soluna Holdings, 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
Public Relations
West of Fairfax for Soluna
Exhibit 99.2
