SEC Form SC 13D/A filed by Soluna Holdings Inc. (Amendment)

4/26/24 10:56:29 AM ET

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SC 13D/A 1 13dasoluna041224.txt SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Soluna Holdings, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 583543103 (CUSIP Number) Robert B. Goldberg, Esq. 5555 Glenridge Connector, Suite 675 Atlanta, Georgia 30342 (404)233-2800 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 12, 2024 (Date of Event Which Requires Filing of This Statement) If the filing person has previously filed a Statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D and is filing this schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act however, see the Notes). SCHEDULE 13D CUSIP NO. 583543103 Cover Page 1 NAMES OF REPORTING PERSONS Wayne W. Boos 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS (See Instructions) PF 5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e). [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 7 SOLE VOTING POWER 0 8 SHARED VOTING POWER 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.00% 14 TYPE OF REPORTING PERSON (See Instructions) IN SCHEDULE 13D This Amendment No. 4 relates to the Schedule 13D filed with the Securities and Exchange Commission on August 1, 2023, as amended by Amendment No. 1 filed with the Securities and Exchange Commission on September 5, 2023, as amended by Amendment No. 2 filed with the Securities and Exchange Commission on February 14, 2024, and as amended by Amendment No. 3 filed with the Securities and Exchange Commission on April 25, 2024 relating to the Common Stock, par value $0.001 per share (the Common Stock), of Soluna Holdings, Inc., a Nevada corporation (the "Company"). The principal executive offices of the Company are located at 325 Washington Avenue Extension, Albany, New York, 12205. Item 5 of the Schedule is hereby amended and supplemented as follows: Item 5. Interest in Securities of the Issuer. (a) As of March 31, 2024, Wayne W. Boos beneficially owns zero shares of the Compan's Common Stock which represent 0.00% of the outstanding shares of Common Stock, based on 2,841,490 shares of Common Stock outstanding as of March 28, 2024, as indicated by the Company. The percentage of Mr. Boos ownership of Common Stock in the Company has varied since the filing of Amendment No. 3 to this Schedule 13D as Mr. Boos has sold all of the shares of the Companys Common Stock previously owned by him. (b) Nature of Ownership. Not applicable. (c) Recent Transactions. In the 60 days prior to April 12, 2024, Wayne W. Boos (i) acquired 35,000 shares of the Company's Common Stock for an average price per share of $3.04 through his broker, Merrill Lynch and (ii) sold 180,000 shares of the Company's Common Stock for an average price per share of $1.97. (d) No other person has the right to receive or the power to direct the receipt of the dividends from, or proceeds from the sale of, such securities. (e) Wayne W. Boos ceased to be the beneficial owner of more than five percent of the Company's Class A Common Stock on or about April 12, 2024, when he sold all of the shares of the Companys Common Stock previously owned by him. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: April 23, 2024 /s/ Wayne W. Boos Wayne W. Boos

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Date

Price Target

Rating

Analyst

12/11/2025

$5.00

Neutral → Buy

H.C. Wainwright

7/23/2025

Neutral

H.C. Wainwright

SEC Form SC 13D/A filed by Soluna Holdings Inc. (Amendment)

4/26/24 10:56:29 AM ET

$SLNH

EDP Services

Technology

Get the next $SLNH alert in real time by email

Date

Price Target

Rating

Analyst

12/11/2025

$5.00

Neutral → Buy

H.C. Wainwright

7/23/2025

Neutral

H.C. Wainwright

SEC Form SC 13D/A filed by Soluna Holdings Inc. (Amendment)

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SEC Form SC 13D/A filed by Soluna Holdings Inc. (Amendment)

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Recent Analyst Ratings for
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Insider Purchases

Chief Financial Officer Picchi Michael bought $163,200 worth of shares (100,000 units at $1.63), increasing direct ownership by 8% to 1,381,250 units (SEC Form 4)

Chief Financial Officer Tunison John bought $5,280 worth of 9.0% Series A Cumulative Perpetual Preferred Stock (2,000 units at $2.64), increasing direct ownership by 8% to 27,000 units (SEC Form 4)

Director Michaels David C bought $31,577 worth of shares (9,100 units at $3.47), increasing direct ownership by 12% to 87,826 units (SEC Form 4)

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SEC Filings

Soluna Holdings Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Regulation FD Disclosure, Financial Statements and Exhibits

Soluna Holdings Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits

SEC Form 10-Q filed by Soluna Holdings Inc.

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Insider Trading

Director Toporek Michael was granted 7,310,534 shares, increasing direct ownership by 74% to 17,132,816 units (SEC Form 4)

Chief Accounting Officer Thomas Jessica L. was granted 726,401 shares, increasing direct ownership by 91% to 1,521,598 units (SEC Form 4)

Director Bottomley John was granted 726,401 shares and sold $10,004 worth of 9.0% Series A Cumulative Perpetual Preferred Stock (1,000 units at $10.00), decreasing direct ownership by 97% to 26,489 units (SEC Form 4)

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Analyst Ratings

Soluna Holdings upgraded by H.C. Wainwright with a new price target

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Press Releases

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Financials

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Large Ownership Changes