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

Date of Report (date of earliest event reported): ~~September~~October 1013, 2025

SOLENO THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-36593	77-0523891
(State or other jurisdictionof incorporation)	(CommissionFile No.)	(IRS EmployerIdentification Number)
(State or other jurisdiction of incorporation)	(Commission File No.)	(IRS Employer Identification Number)

100 Marine Parkway, Suite 400

Redwood City, CA 94065

(Address of principal executive offices)

(650) 213-8444

(Registrant’s telephone number, including area code)

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 pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement 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		~~Tradingsymbols~~Trading symbols		Name of each ~~exchangeon~~exchange on which registered
Common Stock, $0.001 par value		SLNO		NASDAQ

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 75.0102 ~~Regulation~~Departure FDof ~~Disclosure~~Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

~~Soleno~~On ~~Therapeutics~~October 13, ~~Inc.~~2025, isthe ~~aware~~Board ~~that~~of aDirectors ~~serious~~(the ~~adverse~~“Board”) ~~event~~of ~~has~~Soleno ~~been~~Therapeutics, ~~reported~~Inc. in(the “Company”) increased the ~~U.S.~~size ~~Food~~of ~~and~~its ~~Drug~~Board ~~Administration’s~~and ~~(FDA)~~the ~~Adverse~~Audit ~~Event~~Committee ~~Reporting~~of ~~System~~its Board (~~FAERS~~the “Audit Committee”) ~~regarding~~by aone ~~patient~~member ~~who~~and isappointed ~~deceased~~Mark W. ~~The~~Hahn ~~treating~~to ~~physician~~the ~~has~~Board ~~reported~~and to the ~~case~~Audit asCommittee. ~~not~~Mr. Hahn ~~related~~will toserve ~~treatment~~as ~~with~~a ~~VYKAT™~~Class II XRdirector ~~and~~with ~~Soleno’s~~a ~~assessment~~term isexpiring at the ~~same~~annual meeting of stockholders to be held in 2028.

~~This~~Mr. Hahn ~~patient~~recently ~~was~~served aas ~~17-year-old~~Chief ~~male~~Financial ~~with~~Officer aof ~~history~~Verona Pharma PLC from March 2020, through the phase 3 program and launch of ~~co-morbidities~~its first approved product, ~~including~~and ~~lymphedema~~until its acquisition by Merck & Co., ~~superficial~~Inc. ~~thrombophlebitis~~for approximately $10 billion in October 2025. From January 2018 until its acquisition by Swedish Orphan Biovitrum (~~treated~~Sobi) for up to $915 million in November 2019, Mr. Hahn served as CFO of Dova Pharmaceuticals, where he was instrumental in raising capital and ~~followed~~in the launch of Dova’s first commercial rare disease product. From 2010 until its acquisition by aMelinta ~~vascular~~Therapeutics ~~surgery~~in ~~team)~~2017, Mr. Hahn was CFO of Cempra, Inc. where he led the company’s IPO and ~~obesity~~several ~~(326~~subsequent ~~lbs~~follow-on offerings.) ~~who~~Prior ~~died~~to Cempra, Mr. Hahn was the CFO of several other public and private companies. Mr. Hahn began his career at Ernst & Young. Mr. Hahn also serves as a Board member and Audit Committee Chair for Opterion Health AG. He received a Bachelor of Business Administration degree in Accounting and Finance from anthe ~~apparent~~University ~~pulmonary~~of ~~embolus~~Wisconsin-Milwaukee and is a certified public accountant in Maryland and North Carolina.

~~VYKAT~~The XRCompany ~~has~~believes ~~a proven safety and efficacy profile and was approved by the FDA following a rigorous clinical program~~Mr. Hahn ~~Like~~can ~~any~~make ~~medication,~~valuable ~~VYKAT~~contributions ~~XR should be administered in accordance with its FDA-approved label, which describes anticipated side effects. Soleno Therapeutics is committed~~ to ~~reporting~~the ~~all~~Board ~~adverse events experienced by individuals who have taken VYKAT XR in accordance with applicable law. Prader Willi Syndrome is a disease where patients have significant comorbidities~~ and ~~have~~Audit aCommittee ~~markedly reduced life expectancy~~ due to ~~reasons~~his ~~that~~nearly ~~can~~30 ~~include~~years ~~cardiac or respiratory events as well as others such as pulmonary embolism. The mean age~~ of ~~death~~CFO-level ~~reported~~experience ~~from~~and akey ~~40-year~~roles ~~mortality study~~ in ~~the~~numerous ~~U.S.~~successful ~~was~~product ~~29.5 ± 15 years (range: 2 months—67 years). Going forward~~launches, ~~Soleno~~financings ~~does not intend to specifically comment on adverse events cases (including deaths) unless directly related to VYKAT XR use~~ and ~~unexpected~~strategic ~~per~~transactions within the ~~U.S.~~life ~~Prescribing~~sciences ~~Information~~sector.

~~The~~In ~~existence~~connection ofwith athe ~~report~~appointment inof ~~the~~Mr. Hahn ~~FAERS~~to ~~database~~the ~~does~~Board ~~not~~and ~~establish~~in ~~causation.~~accordance ~~The~~with ~~FDA~~the Company’s ~~website~~Outside ~~makes~~Director ~~this~~Compensation ~~clear:~~Policy, ~~“For~~he ~~any~~received ~~given~~a ~~report,~~grant ~~there~~of is10,046 norestricted ~~certainty~~stock ~~that~~units a(“RSUs”). ~~suspected~~One-third ~~drug~~the ~~caused~~RSUs ~~the~~vest ~~event.~~on ~~While~~October 13, ~~consumers~~2026 and ~~healthcare~~each ~~professionals~~annual ~~are~~anniversary ~~encouraged~~thereafter, subject to ~~report~~Mr. Hahn ~~adverse~~continuing ~~events,~~as ~~the~~a ~~event~~service ~~may~~provider ~~have~~through ~~been~~each ~~related~~such date. The RSU award is subject to the ~~underlying~~terms ~~disease~~and ~~being~~conditions ~~treated,~~of orthe ~~caused~~Company’s byAmended ~~some~~and ~~other~~Restated ~~drug~~2014 ~~being~~Equity ~~taken~~Incentive ~~concurrently,~~Plan orand ~~occurred~~its ~~for~~related ~~other~~grant ~~reasons~~agreement.” ~~Additionally~~As a director, Mr. Hahn will participate in the ~~FDA~~compensation ~~states~~program ~~“Submission~~applicable ofto aall ~~report~~non-employee ~~does~~directors, ~~not~~which ~~mean~~is ~~that~~described under the ~~information~~heading ~~included~~“Non-Employee Director Compensation” in itthe ~~has~~Company’s ~~been~~Definitive ~~medically~~Proxy ~~confirmed~~Statement ~~nor~~relating itto isthe anAnnual ~~admission~~Meeting ~~from~~of ~~the~~Stockholders ~~reporter~~filed ~~that~~with the ~~drug~~Securities ~~caused~~and orExchange ~~contributed~~Commission ~~the~~on ~~event~~April 22, 2025.”

~~The information under this Item 7~~Mr.01 Hahn ~~shall~~also ~~not~~executed bethe ~~deemed~~Company’s ~~“filed”~~standard ~~for~~form ~~purposes~~ of ~~Section 18~~indemnification ofagreement, ~~the Securities~~a ~~Exchange~~copy ~~Act~~ of ~~1934,~~which ashas ~~amended,~~been ~~(the~~filed ~~“Exchange~~as ~~Act”)~~Exhibit or10.1 ~~otherwise subject~~ to the ~~liabilities~~Company’s ofRegistration ~~that~~Statement ~~section,~~on ~~and~~Form ~~shall~~S-1/A ~~not~~(File beNo. 333-196635) ~~deemed~~filed towith ~~be incorporated by reference into~~ the ~~filings~~Securities ofand ~~the~~Exchange ~~Company~~Commission ~~under~~on ~~the~~June ~~Securities Act or the Exchange Act~~10, ~~except as shall be expressly set forth by specific reference in such filing~~2014.

There are no arrangements or understandings between Mr. Hahn and any other persons pursuant to which Mr. Hahn was appointed as a director.

ITEM 8.01

Other Events

On October 13, 2025, the Company issued a press release (the “Press Release”) announcing Mr. Hahn’s appointment to the Board and Audit Committee. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 8.01 (including Exhibit 99.1) is being furnished pursuant to Item 8.01 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

ITEM 9.01

Financial Statements and Exhibits

(d) Exhibits


Exhibit No.		Description

99.1		Press release issued by Soleno Therapeutics, Inc. dated October 13, 2025

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SOLENO THERAPEUTICS, INC.

Date: September 10, 2025

Date: October 14, 2025

/s/ Anish Bhatnagar

Anish Bhatnagar

Chief Executive Officer

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