SEC Form SC 13D filed by Soluna Holdings Inc.

8/1/23 4:46:36 PM ET

EDP Services

Technology

Get the next $SLNH alert in real time by email

SC 13D 1 13dsoluna.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. __)* 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) July 19, 2023 (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 2,010,000 8 SHARED VOTING POWER 9 SOLE DISPOSITIVE POWER 2,010,000 10 SHARED DISPOSITIVE POWER 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,010,000 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.78194%1 14 TYPE OF REPORTING PERSON (See Instructions) IN 1 Based on the 29,637,516 shares of common stock outstanding as of May 26, 2023. SCHEDULE 13D Item 1. Security and Issuer. The title of the class of equity securities to which this statement relates is the Common Stock, par value $0.001 per share (the "Common Stock"). The name of the issuer is 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 2. Identity and Background. The reporting person is Wayne W. Boos with respect to whom the following information is provided: (a) Name. Wayne W. Boos (b) Address. 5260 N. Palm Avenue, Suite 120, Fresno, CA 93704. (c) Principal Occupation and Employment. Managing Director at Boos & Associates, a Professional Corporation, 5260 N. Palm Avenue, Suite 120, Fresno, CA 93704. (d) Criminal Proceedings. None. (e) Civil proceedings. None (f) Citizenship. United States of America. Item 3. Source and Amount of Funds or Other Consideration. Stock acquired since September 26, 2022 with personal funds in the amount of $650,229.94. Item 4. Purpose of Transaction All of the reported shares are held for investment purposes. (a) The Reporting Person has no current plans or proposals which relate to or would result in the acquisition of additional securities of the Company or disposition of all or a portion of his investment in the Company; (b) The Reporting Person has no plans or proposals which relate to or would result in an extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Company or any of its subsidiaries; (c) The Reporting Person has no plans or proposals which relate to or would result in a sale or transfer of a material amount of assets of the Company or any of its subsidiaries; (d) The Reporting Person has no plans or proposals which relate to or would result in any change in the present board of directors or management of the Company or in the number or term of Directors or to fill any existing vacancies on the board; (e) The Reporting Person has no plans or proposals which relate to or would result in any material change in the present capitalization or dividend policy of the Company; (f) The Reporting Person has no plans or proposals which relate to or would result in any other material change in the Company's business or corporate structure; (g) The Reporting Person has no plans or proposals which relate to or would result in changes in the Company's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person; (h) The Reporting Person has no plans or proposals which relate to or would result in causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) The Reporting Person has no plans or proposals which relate to or would result in a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) The Reporting Person has no plans or proposals which relate to or would result in any action similar to any of those enumerated above in Paragraphs (a) through (i). Item 5. Interest in Securities of the Issuer. (a) Number of Shares/Percentage of Class Beneficially Owned. As of July 25, 2023, Wayne W. Boos beneficially owns a total of 2,010,000 shares of the Company's Common Stock which represent approximately 6.78194% of the outstanding shares of Common Stock, based on 29,637,516 shares of Common Stock outstanding as of May 26, 2023, as indicated by the Company. (b) Nature of Ownership. Wayne W. Boos has the sole power to vote and direct the disposition of all of the 2,010,000 shares reported as beneficially owned by him. (c) Recent Transactions. In the past 60 days, Wayne W. Boos acquired 1,260,000 shares of the Company's Common Stock for an average price per share of $0.2281 through his broker, Merrill Lynch. (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) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of Issuer. None. Item 7. Materials to be Filed as Exhibits. None. 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: August 1, 2023 /s/ Wayne W. Boos Wayne W. Boos

Get the next $SLNH alert in real time by email

SEC Form SC 13D filed by Soluna Holdings Inc.

Chat with this insight

Recent Analyst Ratings for $SLNH

$SLNH Insider Purchases

Insider purchases reveal critical bullish sentiment about the company from key stakeholders. See them live in this feed.

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)

Chief Executive Officer Belizaire John bought 9,123 shares, increasing direct ownership by 6% to 173,810 units (SEC Form 4)

Michaels David C bought $17,794 worth of 9.0% Series A Cumulative Perpetual Preferred Stock (5,669 units at $3.14) (SEC Form 4)

$SLNH Press Releases

Fastest customizable press release news feed in the world

$SLNH Insider Trading

Insider transactions reveal critical sentiment about the company from key stakeholders. See them live in this feed.

Soluna Announces Monthly Business Update

Soluna to Participate in Water Tower Research Fireside Chat Series

Soluna Announces Monthly Business Update

Director Bottomley John was granted 39,260 shares, increasing direct ownership by 93% to 81,628 units (SEC Form 4)

Director Marusak Thomas J was granted 46,021 shares, increasing direct ownership by 80% to 103,674 units (SEC Form 4)

Chief People Officer Oreilly Mary Jennifer was granted 39,260 shares, increasing direct ownership by 92% to 81,744 units (SEC Form 4)

$SLNH Large Ownership Changes

This live feed shows all institutional transactions in real time.

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

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

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

$SLNH Leadership Updates

Live Leadership Updates

Soluna Launches New AI Cloud Service in Collaboration with Leading High Performance Computing Company

Soluna Appoints John Tunison as Chief Financial Officer

Soluna Establishes Advisory Board, Taps AI and Data Center Leadership

$SLNH SEC Filings

Soluna Holdings Inc. filed SEC Form 8-K: Regulation FD Disclosure

SEC Form DEF 14A filed by Soluna Holdings Inc.

SEC Form PRE 14A filed by Soluna Holdings Inc.

$SLNH Market Insights

Live Market Insights

Soluna Cloud Expands Funding For AI Business, Brining The Total To To $13.75M

Soluna Unleashes First Batch Of NVIDIA GPUs, Expects To Generate $16M-$2M In Revenue Per Year As The Site Is Fully Deployed With Its Customers Based On Current Market Conditions. Over The Life Of The Contract, Expects To Generate A Total Of Between $38M-$80M

12 Information Technology Stocks Moving In Thursday's After-Market Session

$SLNH Financials

Live finance-specific insights

Soluna Holdings Reports Q3 Results

Soluna Holdings Reports Q2 Results

Soluna Holdings Reports Q1 Results

Recent Analyst Ratings for
$SLNH

$SLNH
Insider Purchases

$SLNH
Press Releases

$SLNH
Insider Trading

$SLNH
Large Ownership Changes

$SLNH
Leadership Updates

$SLNH
SEC Filings

$SLNH
Market Insights

$SLNH
Financials