{"url_path":"/sec/hsdt/proxy/2026-05-18/000110465926062844","section_key":"body","section_title":"DEFA14A body","topic":"sec","document":{"doc_type":"DEFA14A","doc_date":"2026-05-18","source_url":"https://www.sec.gov/Archives/edgar/data/1610853/0001104659-26-062844-index.html","accession_number":"0001104659-26-062844","cik":"0001610853","ticker":"HSDT","issuer_name":"Solana Co","edgar_url":"https://www.sec.gov/Archives/edgar/data/1610853/0001104659-26-062844-index.html","primary_entity_key":"0001610853","primary_entity_name":"Solana Co"},"word_count":871,"has_tables":true,"body_markdown":"DEFA14A\n1\ntm2612975d2_defa14a.htm\nDEFA14A\n\n**UNITED STATES\nSECURITIES AND EXCHANGE COMMISSION\nWashington, D.C. 20549**\n\n**SCHEDULE 14A**\n\n**Proxy Statement Pursuant to Section 14(a) of\nthe Securities Exchange Act of 1934 (Amendment No. )**\n\nFiled by the Registrant x\n\nFiled by a Party other than the Registrant ¨\n\nCheck the appropriate box:\n\n¨\nPreliminary Proxy Statement\n\n¨\nConfidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))\n\n¨\nDefinitive Proxy Statement\n\nx\nDefinitive Additional Materials\n\n¨\nSoliciting Material Pursuant to &sect; 240.14a-12\n\n**SOLANA COMPANY**\n\n(Name of Registrant as Specified In Its Charter)\n\n(Name of Person(s) Filing Proxy Statement\nif Other Than the Registrant)\n\nPayment of Filing Fee (Check all boxes that apply)\n\nx\nNo fee required.\n\n¨\nFee paid previously with preliminary materials.\n\n¨\nFee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.\n\n**SOLANA COMPANY**\n\n**SUPPLEMENT TO PROXY STATEMENT**\n\n**FOR THE 2026 ANNUAL MEETING OF STOCKHOLDERS**\n\nThis supplement (&ldquo;Supplement&rdquo;) relates\nto the notice of annual meeting of stockholders and proxy statement of Solana Company, a Delaware corporation (sometimes referred to as\n&ldquo;the Company,&rdquo; &ldquo;we&rdquo; and &ldquo;our&rdquo;), previously filed by us with the Securities and Exchange Commission\n(the &ldquo;SEC&rdquo;) on April 10, 2026 and supplemented by that certain Proxy Supplement filed with the SEC on May 1, 2026\n(as supplemented, the &ldquo;Proxy Statement&rdquo;), and furnished to our stockholders in connection with the solicitation of proxies\nby our board of directors (the &ldquo;Board&rdquo;) for the 2026 annual meeting of stockholders to be held on May 21, 2026, or any\npostponement or adjournment thereof (the &ldquo;Annual Meeting&rdquo;).\n\nThe purpose of this Supplement is to provide updated\ninformation relating to the director nominee withdrawal and related management transitions previously reported by us in our Quarterly\nReport on Form 10-Q for the quarter ended March 31, 2026, filed with the SEC on May 15, 2026. Except as supplemented by\nthe information contained herein, this Supplement does not revise or update any of the information set forth in the Proxy Statement. This\nSupplement should be read in conjunction with the Proxy Statement. From and after the date of this Supplement, any references to the &ldquo;Proxy\nStatement&rdquo; are to the Proxy Statement as supplemented hereby.\n\nWithdrawal of Director Nominee\n\nOn May 12, 2026, the Company and Dane C.\nAndreeff entered into a separation agreement whereby Mr. Andreeff separated from the Company and resigned from the Board and from\nhis positions as the Company&rsquo;s Chief Executive Officer and President, and principal executive officer. As a result, Mr. Andreeff\nwill no longer stand for re-election as a member of the Board at the Annual Meeting.\n\nThe four other director nominees named in Proposal\n1 in the Proxy Statement - Joseph Chee, Blane Walter, Edward M. Straw and Cosmo Jiang&thinsp;-&thinsp;and the two other director nominees\nnamed in Proposal 3 in the Proxy Statement – Michel Lee and Sergio Mello - will continue to stand for re-election at the Annual\nMeeting. Following Mr. Andreeff&rsquo;s resignation, the Board approved a decrease in the authorized number of directors on the Board\nfrom nine to six, effective as of immediately prior to the Annual Meeting.\n\nOther Management Transitions\n\nOn May 12, 2026, the Board appointed Joseph\nChee, the Company&rsquo;s Executive Chairman, as the Company&rsquo;s Chairman and Chief Executive Officer and President, and principal\nexecutive officer, effective as of May 12, 2026. Mr. Chee&rsquo;s new role as Chairman supersedes his prior role as the Company&rsquo;s\nExecutive Chairman.\n\nOn May 12, 2026, the Company and Jeffrey\nMathiesen entered into a separation agreement whereby Mr. Mathiesen separated from the Company and resigned as the Company&rsquo;s\nChief Financial Officer, Treasurer and Secretary, and principal financial officer and principal accounting officer.\n\nOn May 12, 2026, the Board appointed Agustina\n&ldquo;Madelene&rdquo; Gani Tjandrasuwita, the Company&rsquo;s Chief Operating Officer and Deputy Chief Financial Officer, as the Company&rsquo;s\nChief Financial Officer, Treasurer and Secretary, and principal financial officer and principal accounting officer, effective as of May 12,\n2026. Ms. Tjandrasuwita&rsquo;s new role as Chief Financial Officer supersedes her prior role as Deputy Chief Financial Officer.\n\nAdditional Information Regarding Voting\n\nIf you have already voted and do not wish to change\nyour vote, you do not need to do anything. Your votes will be tabulated as you previously instructed, except that votes with respect to\nMr. Andreeff as a nominee for election as a director will be disregarded. You may revoke your proxy or change your vote by following\nthe procedures described in the Proxy Statement. If you have not already voted, you may do so by following the procedures described in\nthe Proxy Statement, and your vote with respect to the six remaining nominees for election as directors named above will be tabulated\naccordingly. Any hard copy proxy card or voting instruction form that you may have received previously will not be updated to reflect\nthe withdrawal of Mr. Andreeff as a director nominee and may continue to be used to vote shares in connection with the Annual Meeting.\n\nWe urge stockholders to vote and submit proxies\nin advance of the Annual Meeting by one of the methods described in the Proxy Statement.\n\nThe Board continues to recommend that you vote\n&ldquo;FOR&rdquo; the election to the Board of each of the six remaining nominees named above."}