Greenwave Technology Solutions, Inc. filings document regulatory and governance matters for a Nasdaq-listed Delaware corporation operating metal recycling facilities through Empire Services, Inc. Form 8-K reports in the record focus on Nasdaq continued-listing standards, including Item 3.01 notices tied to periodic-report filing requirements and Item 8.01 updates on listing compliance matters.
The filing record also includes Form 12b-25 notifications for delayed Form 10-K and Form 10-Q reports and an Item 5.02 Form 8-K covering the appointment of a chief financial officer and related outsourced bookkeeping, financial reporting and SEC reporting services. These disclosures describe reporting obligations, officer responsibilities, governance actions and public-company compliance risks for GWAV.
Greenwave Technology Solutions, Inc. seeks votes to elect three directors, ratify RBSM LLP for fiscal 2026, and approve up to 3,571,429 common shares issuable upon conversion of 3,750 Series B preferred shares at its virtual annual meeting on December 7, 2026. The Series B placement closed for $3.75 million in aggregate proceeds before placement-agent fees and other offering expenses. The conversion price was reduced to $2.512 per share on September 28, 2026; conversions are subject to a 4.99% beneficial ownership limit, and stockholder approval is sought for issuance above the 19.99% Exchange Cap.
As of October 21, 2026, CEO and Chairman Danny Meeks beneficially owned 2,188,404 common shares, or 73.37% of common stock outstanding. On August 24, 2026, Greenwave issued 2,152,853 shares to DWM Properties LLC to satisfy a note with $5,391,859 principal and $2,608,141 in other related-party amounts. Meeks was owed $3,051,605 in accrued unpaid bonuses as of December 31, 2025; Greenwave said timely salary and bonus payments would further jeopardize its ability to continue as a going concern.
The board of Greenwave Technology Solutions, Inc. (GWAV) set December 7, 2026, for its 2026 annual meeting and October 23, 2026, as the record date for notice and voting eligibility. The meeting date is more than 30 calendar days from the anniversary of the preceding year’s annual meeting. Proper notice of stockholder proposals, including proposals for inclusion in proxy materials, must be received by close of business October 28, 2026; that date also applies to timeliness for discretionary voting authority. Under the bylaws, other stockholder business requires notice by close of business November 2, 2026.
Greenwave Technology Solutions, Inc. (GWAV) is registering for resale up to 3,571,429 shares of common stock issuable upon conversion of outstanding Series B Convertible Preferred Stock. Selling stockholders may sell at prevailing market or negotiated prices, and Greenwave will receive no resale proceeds. Greenwave lists 2,982,484 common shares outstanding before the offering, based on shares outstanding as of September 18, 2026, and 6,553,913 after the offering.
Separately, Greenwave closed a private placement of 3,750 Series B preferred shares on September 9, 2026, for $3.75 million in aggregate proceeds before placement-agent fees and other offering expenses. The initial conversion price is $5.24 per share; upon effectiveness, it is reduced to the lower of the average closing trade price during the five-trading-day period ending immediately before effectiveness and the then-current conversion price. Alternate conversions use a separate price formula with a $1.05 floor. Conversions are subject to a 4.99% Beneficial Ownership Limitation and a 19.99% Exchange Cap, measured against common shares outstanding immediately before the purchase agreement; stockholder approval is required to exceed the cap.
Greenwave Technology Solutions, Inc. reported $3,750,000 USD sold in an equity securities offering under Rule 506(b). It lists $0 USD remaining to be sold and gives September 7, 2026, as the date of first sale. Finders' fees were reported as $0 USD.
Greenwave Technology Solutions, Inc. (GWAV) is registering up to 3,571,429 shares of common stock for resale by existing investors, all issuable upon conversion of outstanding Series B Convertible Preferred Stock sold in a recent private placement.
GWAV will not receive any proceeds from these resales, though it previously received $3.75 million when issuing the Series B Preferred Stock. The Series B initially converts at $5.24 per share, with downside-protection features including an Effective Date reset and an Alternate Conversion Price floored at $1.05, subject to a 4.99% Beneficial Ownership Limitation and a 19.99% Exchange Cap tied to Nasdaq rules.
After full conversion of the registered shares, common stock outstanding would increase from 2,982,484 to 6,553,913 shares, creating significant potential dilution and an overhang from sales by the selling stockholders, while GWAV remains a smaller reporting company with a limited operating history, customer concentration, going‑concern language, prior internal control weaknesses, and a history of Nasdaq compliance issues.
Greenwave Technology Solutions, Inc. (GWAV) completed a private placement of its new Series B Convertible Preferred Stock, filing a Certificate of Designations in Delaware to authorize 3,750 shares with a stated value of $1,000 per share. The preferred shares are convertible into common stock at holders’ election any time after September 9, 2026 at an initial conversion price of $5.24 per share, subject to customary anti-dilution adjustments for stock splits and similar events.
Each holder is limited by a 4.99% beneficial ownership cap immediately after any conversion. The Series B carries no general voting rights but has protective approval rights over actions that would adversely change its terms, create senior or parity stock, or permit certain junior stock dividends, redemptions, or issuances. Greenwave received $3.75 million in gross proceeds from the institutional investors in this exempt offering under Section 4(a)(2) and Rule 506 of Regulation D.
Greenwave Technology Solutions, Inc. (symbol: GWAV) is the issuer of record for a Form 4 filing submitted to the SEC. Meeks Danny reported reported purchase transactions in this Form 4 filing.
Greenwave Technology Solutions, Inc. (GWAV) reported that an entity associated with its chief executive officer, Danny Meeks, acquired additional common shares. On August 27, 2026, DWM Properties LLC, which is wholly owned by Meeks, received 2,152,853 shares of common stock in an exchange transaction that satisfied an outstanding note and other receivables owed by Greenwave and to Meeks. After this transaction, Meeks is reported as holding a total of 2,188,354 shares of common stock, including 35,501 shares held in his own name and the new shares held indirectly through DWM. No Rule 10b5-1 trading plan is reported for this acquisition.
Greenwave Technology Solutions, Inc. (symbol: GWAV) is the issuer of record for a Form 8-K filing submitted to the SEC.
Greenwave Technology Solutions, Inc. (GWAV) entered into an Exchange Agreement with DWM Properties LLC, an entity controlled by Chief Executive Officer Danny Meeks. The company issued 2,152,853 common shares to DWM in exchange for cancelling a $5,391,859 promissory note and other related party amounts totaling $2,608,141, eliminating $8,000,000 of obligations owed to Mr. Meeks and his affiliates.
The exchange shares are being issued as unregistered securities in reliance on Section 4(a)(2), Regulation D, and/or Section 3(a)(9) under the Securities Act, and will bear a restrictive legend stating they may not be offered or sold in the United States without registration or an applicable exemption.