[8-K] Greenwave Technology Solutions, Inc. Reports Material Event

Rhea-AI Filing Summary

Greenwave Technology Solutions, Inc. (NASDAQ: GWAV) filed an 8-K to announce key dates for its 2025 corporate calendar. The Board has set the 2025 Annual Meeting of Stockholders for August 13, 2025, with a record date of July 17, 2025. Because the meeting date moves more than 30 days from the prior year’s anniversary date, the company has disclosed new shareholder proposal deadlines:

• Rule 14a-8 inclusion deadline: close of business on July 19, 2025
• By-law notice deadline for other business: close of business on July 24, 2025

Additional meeting details—time, location and agenda items—will appear in the forthcoming proxy statement. No financial results, transactions, or strategic initiatives were reported in this filing.

Insights

Corporate Governance Analyst

TL;DR: Routine 8-K discloses 2025 annual meeting date, record date and proposal deadlines; no financial or strategic impact.

The disclosure is standard housekeeping. Moving the annual meeting more than 30 days from the prior year requires an 8-K and resets shareholder proposal timelines under Rules 14a-8 and 14a-4(c). Investors gain clarity on voting eligibility (July 17 record date) and engagement windows (July 19/24). There are no capital allocation, earnings, or transactional elements, so the filing should be viewed as neutral from an investment perspective.

false 0001589149 0001589149 2025-07-10 2025-07-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

July 10, 2025

Date of report (date of earliest event reported)

Greenwave Technology Solutions, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-41452		46-2612944
(State or other jurisdictions of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

4016 Raintree Road, Suite 300

Chesapeake, VA 23321

(Address of principal executive offices) (Zip Code)

(800) 490-5020

(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 registrants 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		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		GWAV		NASDAQ Capital Market

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 5.08 Shareholder Director Nominations.

To the extent applicable, the information in Item 8.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.08.

Item 8.01 Other Events.

On July 10, 2025 and July 14, 2025, the board of directors (the “Board”) of Greenwave Technology Solutions, Inc. (the “Company”) established August 13, 2025 as the date of the Company’s 2025 annual meeting of stockholders (the “2025 Annual Meeting”) and set July 17, 2025 as the record date for determining stockholders who are eligible to receive notice of and vote at the 2025 Annual Meeting. The date of the 2025 Annual Meeting represents a change of more than 30 calendar days from the anniversary of the date deemed to be the date of the preceding year’s annual meeting pursuant to Rule 14a-4(c) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The Company will publish additional details regarding the exact time, location and matters to be voted on at the 2025 Annual Meeting in the Company’s proxy statement for the 2025 Annual Meeting.

In order for stockholder proposals to be presented at the 2025 Annual Meeting, including by means of inclusion of a stockholder proposal in the proxy materials under Rule 14a-8 of the Exchange Act, the Company must receive proper notice at the Company’s principal executive offices not later than the close of business on July 19, 2025, which the Company has determined to be a reasonable time before it expects to begin to print and distribute its proxy materials prior to the 2025 Annual Meeting. Any such proposal must also meet the requirements set forth in the rules and regulations of the Securities and Exchange Commission in order to be eligible for inclusion in the proxy materials for the 2025 Annual Meeting. The July 19, 2025 deadline will also apply in determining whether notice of a stockholder proposal is timely for purposes of exercising discretionary voting authority with respect to proxies under Rule 14a-4(c) of the Exchange Act. In addition, pursuant to the Company’s by-laws, for business to be properly brought before the 2025 Annual Meeting by a stockholder, the Company must receive proper notice at the Company’s principal executive offices not later than the close of business on July 24, 2025.

All proposals must be addressed to the Chief Executive Officer of the Company at “Greenwave Technology Solutions, Inc., 4016 Raintree Road, Suite 300, Chesapeake, Virginia 23321, Attention: Chief Executive Officer.”

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.

GREENWAVE TECHNOLOGY SOLUTIONS, INC.
By:	/s/ Danny Meeks
Name:	Danny Meeks
Title:	Chief Executive Officer

Date: July 14, 2025

FAQ

When will Greenwave Technology Solutions' (GWAV) 2025 Annual Meeting be held?

The meeting is scheduled for August 13, 2025.

What is the record date for voting at GWAV's 2025 Annual Meeting?

Shareholders of record at the close of business on July 17, 2025 may vote.

What is the deadline for Rule 14a-8 shareholder proposals at GWAV?

The company must receive Rule 14a-8 proposals by July 19, 2025.

What is the by-law deadline for other stockholder business at the 2025 meeting?

Notices under the by-laws must be received by July 24, 2025.

Why did GWAV file an 8-K for its 2025 Annual Meeting date?

Because the meeting date is more than 30 days from the prior year’s anniversary, SEC rules require disclosure via Form 8-K.

Where should GWAV shareholders send proposal materials?

Proposals must be addressed to the CEO at 4016 Raintree Road, Suite 300, Chesapeake, VA 23321.