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): August 7, 2025
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 communications<br> pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant<br> to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications<br> pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications<br> 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<br> $0.001 per share | SLNH | The Nasdaq Stock Market<br> LLC |
| 9.0% Series A Cumulative<br> Perpetual Preferred Stock, par value $0.001 per share | SLNHP | The Nasdaq Stock Market<br> 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 August 7, 2025, 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. The Company also made an earnings power presentation available on its website. Copies of the press release and the earnings power presentation are attached hereto as Exhibits 99.1 and 99.2 and are incorporated by reference herein.
Theinformation in Item 7.01 and in Exhibits 99.1 and 99.2 will not be treated as “filed” for the purposes of Section 18 of theSecurities 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 or into another filing underthe Exchange Act, unless that filing expressly incorporates this information by reference.
Item9.01 Financial Statements and Exhibits.
(d) Exhibits.
| 99.1 | Press Release, dated August 7, 2025 |
|---|---|
| 99.2 | Earnings Power Presentation, dated August 7, 2025 |
| 104 | Cover Page Interactive Date File (embedded with the<br> 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: August 7, 2025 | By: | /s/ John Tunison |
| John Tunison | ||
| Chief Financial Officer | ||
| (principal financial officer) |
Exhibit99.1
SolunaAnnounces Monthly Business Update
Project Dorothy 2 completes Phase 2 construction and begins customer ramp-up; Project Kati prepares for groundbreaking
ALBANY, NY, August 7, 2025 – 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 July 2025 project site-level operations, developments, and updates.
As part of this update, the Company has also published its latest 2025 Earnings Power Presentation, illustrating the long-term profitability potential. The presentation can be found on Soluna’s Investor Relations webpage.
The Company has provided the following Corporate and Site Updates.
KeyCompany Metrics:
The monthly metrics are now available here.
CorporateHighlights:
| ● | 2025 Earnings Power Presentation Published – Soluna outlines the long-term profitability<br> potential of its Renewable Computing platform, highlighting scalable unit economics, project-level<br> returns, and future hosting capacity. Download the presentation here. |
|---|---|
| ● | 2025 Shareholder Letter and Investor Presentation Released – CEO John Belizaire shares<br> Soluna’s vision for Renewable Computing, progress across key strategic pillars, and<br> a roadmap to long-term growth and profitability. Read the letter and download the presentation<br> here. |
| ● | $20M Secured to Launch Project Kati 1 – Spring Lane Capital expands its investment in<br> Soluna to fund the first 35 MW of Project Kati, a wind-powered data center site in Texas.<br> Construction is expected to begin in Q3 2025. Read the announcement here. |
| ● | Dorothy 2 Reaches Full Capacity – A 30 MW expansion with a top-tier Bitcoin miner marks the third deployment with this long-standing<br> customer, bringing Project Dorothy 2 to full hosting capacity. Learn more about this milestone here. |
| --- | --- |
| ● | $5 Million Public Offering Completed – Soluna strengthens its balance sheet with a<br> successful capital raise to support upcoming growth initiatives and operating flexibility.<br> Read the press release here. |
| ● | Blockspace Media Features CTO Dip Patel – In a timely analysis of the One Big Beautiful Bill, Patel explains how the legislation impacts clean energy development, and why Soluna<br> is doubling down on sustainable infrastructure. Read the article here. |
| ● | The Wall Street Resource Interviews CEO John Belizaire – Belizaire shares Soluna’s<br> approach to unlocking stranded renewable energy, the strategic evolution of its hosting business,<br> and what’s next for green data centers. Listen here. |
| ● | Flanigan’s Eco-Logic Hosts CEO John Belizaire – In a conversation titled “Renewably Powered Artificial Intelligence,” Belizaire explores how Soluna is building data<br> centers that align AI growth with clean energy innovation. Listen here. |
| ● | New Blogs - Our team shares insights on why Soluna is expanding into solar, how the One Big Beautiful Bill threatens renewable progress, and what recent regulatory shifts mean<br> for Bitcoin’s future. Read our latest blogs here. |
| ● | New Podcast Season - In the Season 6 premiere of Clean Integration, the Soluna team discusses<br> “Why Hosting Is No Longer Plan B for Bitcoin Miners”. Listen here. |
| ● | New AMA – CEO John Belizaire answers shareholders’ and potential investors’<br> most-asked questions in the latest installment of Soluna’s “Ask Me Anything”<br> (AMA) series. Get the answers here. |
KeyProject Updates:
ProjectDorothy 1A (25 MW, Bitcoin Hosting) / Project Dorothy 1B (25 MW, Bitcoin Prop-Mining):
| ● | The<br> site continues to experience increased curtailment hours during the hottest periods of the<br> summer. |
|---|---|
| ● | Fleet<br> upgrades for two hosting customers at Dorothy 1A have been completed. |
| ● | Planning<br> has progressed at Dorothy 1B with our JV partner to consolidate aging miners and invest in<br> new miners to increase hashrate performance. |
ProjectDorothy 2 (48 MW Under Construction, Bitcoin Hosting):
| ● | Substantial<br> completion of Phase 2 construction was achieved, and customer ramping is expected to begin<br> getting the phase fully online and hashing within the next three weeks |
|---|---|
| ● | Phase<br> 3 construction continues to progress with completion of the site planned for October or November. |
ProjectSophie (25 MW, Bitcoin Hosting with Profit Share, AI Hosting):
| ● | The<br> site has continued to navigate through extreme heat conditions, operating at greater than<br> 90% availability. |
|---|
ProjectKati (166 MW Under Development, Bitcoin Hosting and AI):
| ● | Final<br> approval of the tax abatement is pending to begin construction. |
|---|---|
| ● | Contracting<br> for Kati 1 (up to 83 MW) construction of Bitcoin Hosting has been completed, and the mobilization<br> of civil construction in support of Phase 1 is expected to take place in late August. |
| ● | Soluna<br> closes $20M funding from partner Spring Lane Capital and is expected to begin construction<br> on Project Kati 1 in Q3 2025 (35 MW). |
PipelineHighlights:
| ● | Development<br> activities continue on Projects Hedy, Ellen, and Annie, with progress across PPA negotiations,<br> ERCOT planning, and land acquisition accelerating. |
|---|---|
| ● | The<br> 2.8 GW pipeline continues to expand with new curtailment assessment and term sheet negotiations<br> underway. |
CustomerSuccess:
| ● | All<br> Project Dorothy 2 contracting completed for 2025; 48 MWs fully marketed and at full hosting<br> capacity, both with brand new customers and current partner expansions. |
|---|---|
| ● | Continuing<br> to successfully deploy the 3 partnership agreements recently signed in May/June. |
View Soluna’s recent AMA here.
Soluna’s glossary of terms can be found 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 the completion of Project Dorothy 2 and Project Kati, 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.
AboutSoluna 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.
ContactInformation
Public Relations
West of Fairfax for Soluna
Soluna@westof.co
Exhibit 99.2
