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Filing Details

Accession Number:: 0001415889-25-009291
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2025-03-31 19:01:24
Reporting Period:: 2025-03-27

Filing Date:: 2025-03-31
Accepted Time:: 2025-03-31 19:01:24
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1484565	Soleno Therapeutics Inc	SLNO	Electromedical & Electrotherapeutic Apparatus (3845)	770523891

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1766042	C Patricia Hirano	100 Marine Parkway, Suite 400 Redwood City CA 94065	See Remarks	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2025-03-27	1,418	$65.97	110,884	No	4	S	Direct
Common Stock	Disposition	2025-03-27	2,310	$66.79	108,574	No	4	S	Direct
Common Stock	Disposition	2025-03-27	4,199	$67.70	104,375	No	4	S	Direct
Common Stock	Disposition	2025-03-27	5,524	$68.79	98,851	No	4	S	Direct
Common Stock	Disposition	2025-03-27	3,198	$69.84	95,653	No	4	S	Direct
Common Stock	Disposition	2025-03-27	329	$70.73	95,324	No	4	S	Direct
Common Stock	Disposition	2025-03-27	478	$71.74	94,846	No	4	S	Direct
Common Stock	Disposition	2025-03-27	73	$72.64	94,773	No	4	S	Direct
Common Stock	Acquisiton	2025-03-27	6,000	$24.00	100,773	No	4	M	Direct
Common Stock	Acquisiton	2025-03-27	4,400	$25.05	105,173	No	4	M	Direct
Common Stock	Acquisiton	2025-03-27	4,888	$5.10	110,061	No	4	M	Direct
Common Stock	Acquisiton	2025-03-27	13,333	$2.60	123,394	No	4	M	Direct
Common Stock	Acquisiton	2025-03-27	8,333	$2.41	131,727	No	4	M	Direct
Common Stock	Acquisiton	2025-03-27	35,186	$5.25	166,913	No	4	M	Direct
Common Stock	Disposition	2025-03-27	46,214	$66.39	120,699	No	4	S	Direct
Common Stock	Disposition	2025-03-27	24,776	$67.47	95,923	No	4	S	Direct
Common Stock	Disposition	2025-03-27	24,989	$70.18	70,934	No	4	S	Direct
Common Stock	Disposition	2025-03-27	15,145	$72.50	55,789	No	4	S	Direct
Common Stock	Acquisiton	2025-03-28	2,691	$33.60	58,480	No	4	M	Direct
Common Stock	Disposition	2025-03-28	3,394	$67.46	55,086	No	4	S	Direct
Common Stock	Disposition	2025-03-28	12,324	$68.92	42,762	No	4	S	Direct
Common Stock	Disposition	2025-03-28	9,253	$69.52	33,509	No	4	S	Direct
Common Stock	Disposition	2025-03-28	2,691	$73.60	30,818	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	M	Direct
No	4	M	Direct
No	4	M	Direct
No	4	M	Direct
No	4	M	Direct
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee stock option (right to buy)	Disposition	2025-03-27	6,000	$0.00	6,000	$24.00
Common Stock	Employee stock option (right to buy)	Disposition	2025-03-27	4,400	$0.00	4,400	$25.05
Common Stock	Employee stock option (right to buy)	Disposition	2025-03-27	4,888	$0.00	4,888	$5.10
Common Stock	Employee stock option (right to buy)	Disposition	2025-03-27	13,333	$0.00	13,333	$2.60
Common Stock	Employee stock option (right to buy)	Disposition	2025-03-27	8,333	$0.00	8,333	$2.41
Common Stock	Employee stock option (right to buy)	Disposition	2025-03-27	35,186	$0.00	35,186	$5.25
Common Stock	Employee stock option (right to buy)	Disposition	2025-03-28	2,691	$0.00	2,691	$33.60

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2028-02-07	No	4	M	Direct
0	2029-01-24	No	4	M	Direct
2,445	2032-01-28	No	4	M	Direct
0	2032-07-27	No	4	M	Direct
11,667	2033-01-25	No	4	M	Direct
49,262	2033-05-26	No	4	M	Direct
18,842	2031-01-08	No	4	M	Direct

Footnotes

These shares were sold to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs").
This transaction was executed in multiple trades at prices ranging from $65.15 to $66.145. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
Certain of these securities are RSUs. Each RSU represents a contingent right to receive one share of Common Stock, subject to the applicable vesting schedule and conditions of each RSU.
This transaction was executed in multiple trades at prices ranging from $66.24 to $67.235. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $67.24 to $68.235. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $68.24 to $69.225. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $69.24 to $70.235. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $70.24 to $71.22. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $71.26 to $72.22. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $72.31 to $72.80. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
The option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person September 13, 2024
This transaction was executed in multiple trades at prices ranging from 67.41 to $67.50. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $70.00 to $70.25. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $66.90 to $67.83. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $68.30 to $69.285. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
This transaction was executed in multiple trades at prices ranging from $69.33 to $69.675. The price reported above reflects the weighted average sale price. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate sale price.
All of the shares subject to this option are fully vested and exercisable as of the date hereof.
One forty-eighth (1/48th) of the shares subject to the Option vest on the first month anniversary of January 1, 2022 (the "Vesting Commencement Date") and one forty-eighth (1/48th) of the total number of shares subject to the Option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month), such that all of the shares subject to the Option will have vested as of the fourth anniversary of the Vesting Commencement Date, subject to the Reporting Person continuing to be a Service Provider through each such date.
One forty-eighth of the shares subject to the option vest on February 1, 2023 and each one-month anniversary thereafter, subject to the Reporting Person continuing to be a Service Provider (as defined in the Issuer's 2014 Equity Incentive Plan) through each such date.
One thirty-sixth of the shares subject to the Option vest on June 26, 2023 and each one-month anniversary thereafter, subject to the Reporting Person continuing to be a Service Provider through each such date.
Twelve and one-half percent (12.5%) of the shares subject to the Option vest upon the date following the acceptance by the US FDA of an NDA submission for DCCR, twelve and one-half percent (12.5%) of the shares subject to the Option vest upon the submission by the Company to the European Medicines Agency European of an MAA for DCCR, and one forty-eighth (1/48th) of the remaining shares subject to the Option vest each month anniversary of January 8, 2021 (the "Vesting Commencement Date") on the same day of the month as the Vesting Commencement Date, subject to the Reporting Person continuing to be a Service Provider through each such date.