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 12, 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<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 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. ☐
Item 7.01 Regulation FD Disclosure
On August 12, 2025, Soluna Holdings, Inc. (the “Company”) issued a press release announcing its expanded partnership with Galaxy Digital Inc. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Theinformation in this Item 7.01 of Form 8-K and in Exhibit 99.1 attached hereto will not be treated as “filed” for the purposesof Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilitiesof that section. This information will not be incorporated by reference into any filing under the Securities Act of 1933 or into anotherfiling under the Exchange Act, unless that filing expressly incorporates this information by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| 99.1 | Press Release, dated August 12, 2025 |
|---|---|
| 104 | Cover Page Interactive<br> 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: August 12, 2025 | By: | /s/ John Tunison |
| John Tunison | ||
| Chief Financial Officer | ||
| (principal financial officer) |
Exhibit99.1
SolunaExpands Partnership with Galaxy Digital to Deploy 48 MW at Project Kati
Newdeployment— largest to date—secures its first operational partner at Project Kati 1, expands to 83 MW, and is construction-readyto launch.
ALBANY,NY, August 12, 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 today an expanded partnership with Galaxy Digital Inc. (“Galaxy”) (NASDAQ/TSX: GLXY), a global leader in digital assets and datacenter infrastructure. Under the new agreement, Galaxy will deploy proprietary bitcoin mining operations – previously housed at their Helios datacenter campus in the Texas panhandle – at a 48 MW expansion of Soluna’s Project Kati 1 in Texas. The expansion brings ProjectKati 1 to its full capacity of 83 MW and, having cleared tax abatement approvals, construction is expected to launch before the end ofAugust.
Soluna previously entered into a $5 million loan facility with Galaxy in Q1 2025. With this new deployment, the partnership extends into an operational collaboration.
Project Kati 1 is currently expected to be operational in Q1 2026. This expansion marks Soluna’s largest deployment of a single partner to date, following a recent 30 MW rollout with another Top-Tier Bitcoin miner. Galaxy will be the first customer to begin mining operations at Project Kati 1 once construction is complete.
“As demand from hyperscaler miners continues to surge, Soluna is scaling to meet the moment,” said John Belizaire, CEO of Soluna. “This partnership with Galaxy represents our largest MW deployment to date and underscores how our modular approach allows us to deliver efficient, renewable-powered infrastructure at scale. We’re proud to deepen our relationship with Galaxy and help power the next wave of computing.”
Key Deal overview:
| ● | 48<br> MW of hosting of Galaxy Bitcoin mining containers and miners |
|---|---|
| ● | Deployment<br> expected 1Q26 and 2Q26 |
| ● | Turnkey<br> power infrastructure and operations provided by Soluna |
“As we transition our Helios campus to an AI and high-performance computing data center, we’re pleased to relocate a portion of our existing Bitcoin mining assets to Soluna to manage,” said Sam Kiernan, Business Development Lead at Galaxy.
The company expects that this expansion will bring Soluna’s operating capacity to 206 MW once fully deployed.
For more information, visit www.solunacomputing.com
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 can be identified by terminology such as “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “confident” and similar statements. Other examples of forward-looking statements may include, but are not limited to, statements of Soluna’s plans and objectives, including with respect to the development of Project Kati and our expectations with respect to the amount of renewable energy capacity Project Kati will deliver. Soluna may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (“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 Holdings, Inc. undertakes no duty to update such information, except as required under applicable 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.
AboutGalaxy
Galaxy Digital Inc. (NASDAQ/TSX: GLXY) is a global leader in digital assets and data center infrastructure, delivering solutions that accelerate progress in finance and artificial intelligence. Galaxy’s digital assets platform offers institutional access to trading, advisory, asset management, staking, self-custody, and tokenization technology. In addition, Galaxy invests in and operates cutting-edge data center infrastructure to power AI and high-performance computing, meeting the growing demand for scalable energy and compute solutions in the U.S. Galaxy is headquartered in New York City, with offices across North America, Europe, the Middle East, and Asia.
SolunaContact Information
Public Relations
West of Fairfax for Soluna
Soluna@westof.co