Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
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- Peter Lynch
What is insider trading>>
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