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

Rhea-AI Filing Summary

Greenwave Technology Solutions, Inc. reported that Nasdaq has notified the company it is not in compliance with Nasdaq Listing Rule 5250(c)(1) because it did not timely file its Quarterly Reports on Form 10-Q for the periods ended March 31, 2025, June 30, 2025, and September 30, 2025. The company requested a hearing with the Nasdaq Hearings Panel on January 13, 2026 and obtained an extension of the automatic stay of suspension through the hearings process and any extension period granted by the Panel. Greenwave has since filed its Form 10-Q for the period ended March 31, 2025 and is working to file the remaining two delayed Form 10-Qs as promptly as possible to regain full compliance with Nasdaq’s filing requirements.

Positive

• None.

Negative

• Nasdaq non-compliance and listing risk: Greenwave Technology Solutions received a Nasdaq Staff Determination Letter for failing to timely file three Form 10-Qs (March 31, 2025, June 30, 2025, and September 30, 2025), putting its Nasdaq Capital Market listing at risk pending a hearings process.

Insights

Equity market structure and listing standards analyst

Nasdaq non-compliance raises listing risk, partly mitigated by a hearing and active remediation.

Greenwave Technology Solutions has been deemed non-compliant with Nasdaq Listing Rule 5250(c)(1) because it failed to timely file Form 10-Qs for the quarters ended March 31, 2025, June 30, 2025, and September 30, 2025. Nasdaq’s filing rule focuses on timely periodic reports, so this notice directly affects the company’s continued listing status on the Nasdaq Capital Market.

The company requested a hearing before the Nasdaq Hearings Panel, scheduled for January 13, 2026, and obtained an extension of the automatic stay of suspension through the hearings process and any additional extension period granted by the Panel. This means its shares can remain listed while the Panel reviews the situation, reducing immediate trading disruption.

Greenwave has already filed its Form 10-Q for the period ended March 31, 2025 as of November 19, 2025 and states it is actively working to file the June 30, 2025 and September 30, 2025 Form 10-Qs as promptly as possible. The eventual Panel outcome will depend on whether the remaining reports are filed and the company demonstrates full compliance with the filing rule.

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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

November 21, 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 8.01 Other Events

As previously announced on November 20, 2025, on November 18, 2025, Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), received a Staff Determination Letter from the Nasdaq Listing Qualifications Staff based on the Company’s non-compliance with Nasdaq Listing Rule 5250(c)(1) (the “Filing Rule”) because the Company had not yet filed its Quarterly Reports on Form 10-Q for the periods ended March 31, 2025, June 30, 2025 and September 30, 2025, with the Securities and Exchange Commission (the “SEC”). On November 21, 2025, the Company timely requested a hearing before the Nasdaq Hearings Panel (the “Panel”) and requested that the automatic stay of suspension be extended through the completion of the hearings process and the expiration of any additional extension period granted by the Panel following the hearing. The hearing is scheduled for January 13, 2026 and the request for the automatic stay of suspension was granted.

The Company filed its Quarterly Report on Form 10-Q for the period ended March 31, 2025 on November 19, 2025 and is actively working towards the filing of the Quarterly Reports on Form 10-Q for the periods ended June 30, 2025 and September 30, 2025 as promptly as possible in order to ensure full compliance with the Filing Rule.

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: November 24, 2025

FAQ

Why did Greenwave Technology Solutions (GWAV) receive a Nasdaq notice?

Greenwave Technology Solutions received a Nasdaq Staff Determination Letter because it was not in compliance with Nasdaq Listing Rule 5250(c)(1) after failing to timely file its Quarterly Reports on Form 10-Q for the periods ended March 31, 2025, June 30, 2025, and September 30, 2025 with the SEC.

What action has Greenwave Technology Solutions (GWAV) taken in response to the Nasdaq non-compliance notice?

Greenwave requested a hearing before the Nasdaq Hearings Panel on November 21, 2025 and asked that the automatic stay of suspension be extended through the completion of the hearings process and any additional extension period granted by the Panel; this request for the extended stay was granted.

When is Greenwave Technology Solutions Nasdaq hearing scheduled?

The hearing before the Nasdaq Hearings Panel for Greenwave Technology Solutions is scheduled for January 13, 2026, where the companys plan to regain compliance with Nasdaq Listing Rule 5250(c)(1) will be reviewed.

Has Greenwave Technology Solutions (GWAV) filed any of its delayed Form 10-Qs?

Yes. Greenwave Technology Solutions filed its Quarterly Report on Form 10-Q for the period ended March 31, 2025 on November 19, 2025 and indicates it is actively working to file the Form 10-Qs for the periods ended June 30, 2025 and September 30, 2025 as promptly as possible.

What Nasdaq rule is Greenwave Technology Solutions currently not complying with?

Greenwave Technology Solutions is currently not in compliance with Nasdaq Listing Rule 5250(c)(1), which requires timely filing of periodic financial reports, due to delays in filing its Form 10-Qs for three 2025 quarters.

Is Greenwave Technology Solutions stock immediately suspended from Nasdaq trading?

No. Greenwave Technology Solutions requested and received an extension of the automatic stay of suspension, allowing its stock to continue trading on the Nasdaq Capital Market through the hearings process and any additional extension period granted by the Nasdaq Hearings Panel.