Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers.

(e) Named Executive Officer Compensation



On January 8, 2021, the Board of Directors of Soleno Therapeutics, Inc., (the
"Company") following a review of the Company's executive compensation program by
its Compensation Committee and recommendations, approved certain increases to
the base salaries for fiscal year 2021, the payment of cash bonuses for fiscal
year 2020 and certain equity awards for certain named executive officers as
follows:



                                        Fiscal Year 2021 Annual            Fiscal Year 2020 Cash
Name and Principal Position               Base Salary ($)(1)                  Bonus Award ($)              Options(2)
Anish Bhatnagar
Chief Executive Officer                $                 538,000          $               252,000            2,100,000
Kristen Yen
Vice President of Clinical
Operations                             $                 291,000          $                66,250              282,000
Patricia Hirano
Vice President of Regulatory
Affairs                                $                 315,000          $                75,000              323,000

(1) Effective as of January 1, 2021.

(2) Twelve and one-half percent (12.5%) of the shares subject to the Option shall

vest upon the date following the acceptance by the U.S. Food and Drug

Administration of an NDA submission for the Company's DCCR tablets, twelve

and one-half percent (12.5%) of the shares subject to the Option shall vest

upon the submission by the Company to the European Medicines Agency European

of an MAA for the Company's DCCR tablets, and one forty-eighth (1/48th) of

the remaining shares subject to the Option shall vest each month after

January 8, 2021 on the same day of the month as the Vesting Commencement

Date, subject to Optionee continuing to be a Service Provider (as defined in

the Plan) of the Company through each such date. All options have an exercise

price of $2.24, which was the last reported trading price of the Company's

common stock on the Nasdaq Capital Market on January 8, 2021.




On January 8, 2021, the Board of Directors also approved certain changes to the
Company's standard severance terms for executive officers and management. As a
result of these changes, the Company amended its current employment agreements
with each of James Mackaness, Kristen Yen and Patricia Hirano. The amendments
are attached to this Current Report on Form 8-K as Exhibits 10.1, 10.2 and 10.3
and the full text of such amendments is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits



10.1      Amendment to Employment Agreement by and between the Company and James
        Mackaness, dated as of January 8, 2021.

10.2 Amendment to Employment Agreement by and between the Company and Kristen


        Yen, dated as of January 8, 2021

10.3      Amendment to Employment Agreement by and between the Company and
        Patricia Hirano, dated as of January 8, 2021

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

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