Greenwave (NASDAQ: GWAV) delays two 10-Q reports beyond normal window

Rhea-AI Filing Summary

Greenwave Technology Solutions, Inc. has filed a late-filing notice stating it cannot submit its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 by the required deadline without unreasonable effort or expense. The company explains that it needs additional time to finalize the financial statements and related disclosures for this report.

Greenwave also notes that it has not yet filed its Form 10-Q for the quarter ended March 31, 2025 and is still working to complete the necessary financial statements and disclosures for that earlier period. The company further states that it does not anticipate being able to file the June 30, 2025 Form 10-Q within the standard short extension period normally allowed after this type of notification.

Positive

• None.

Negative

• Multiple delayed quarterly reports: the company has not filed its Form 10-Qs for the quarters ended March 31, 2025 and June 30, 2025 and does not expect to meet the standard extension period for the latter, indicating heightened reporting and disclosure risk.

Insights

SEC reporting and disclosure analyst

Delayed back-to-back 10-Q filings signal elevated reporting risk.

Greenwave Technology Solutions, Inc. indicates it cannot file its Form 10-Q for the quarter ended June 30, 2025 on time because it needs more time to finalize financial statements and disclosures. It also confirms that the Form 10-Q for the quarter ended March 31, 2025 remains outstanding, with work still underway to complete that earlier report.

The company explicitly states it does not expect to file the June 30, 2025 Form 10-Q within the customary short extension period available after a late-filing notice. This combination of multiple unfiled quarterly reports and inability to meet even the extended deadline points to meaningful pressure on financial reporting processes and controls.

Until the March 31, 2025 and June 30, 2025 Forms 10-Q are filed, investors lack recent, SEC-reviewed quarterly financial information for the company. The ultimate impact will depend on the timing of these filings and the results of operations that are eventually disclosed in those reports.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 12b-25

Commission File Number: 001-41452

NOTIFICATION OF LATE FILING

☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR

For Period Ended: June 30, 2025

☐ Transition Report on Form 10-K

☐ Transition Report on Form 20-F

☐ Transition Report on Form 11-K

☐ Transition Report on Form 10-Q

For the Transition Period Ended: _______________________________________

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the item(s) to which the notification relates:

PART I

REGISTRANT INFORMATION

Full name of registrant	Greenwave Technology Solutions, Inc.
Former name if applicable
Address of principal executive office (street and number)	4016 Raintree Rd, Ste 300
City, state and zip code	Chesapeake, VA, 23321

PART II

RULE 12b-25 (b) AND (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate.)

	(a)	The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
☐	(b)	The subject annual report, semi-annual report, transition report on Form 10-K, 20-F, 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
	(c)	The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

PART III

NARRATIVE

State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR or the transition report or portion thereof, could not be filed within the prescribed time period.

Greenwave Technology Solutions, Inc. (the “Company”) is unable to file its Quarterly Report on Form 10-Q for its quarter ended June 30, 2025 (the “Second Quarter 10-Q”) by the prescribed date without unreasonable effort or expense because additional time is needed to finalize the financial statements and disclosures to be included in such report. The Registrant has not yet filed its Quarterly Report on Form 10-Q for its quarter ended March 31, 2025 and is working to complete all steps necessary to finalize its financial statements and other disclosures required to be included in such report. The Company does not anticipate being able to file the Second Quarter 10-Q within the extension period provided by Rule 12b-25.

PART IV

OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification

Danny Meeks		(800)		490-5020
(Name)		(Area Code)		(Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s).

Quarterly Report on Form 10-Q for the quarter ended March 31, 2025

☐ Yes ☒ No

(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?

☐ Yes ☒ No

If so: attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

Greenwave Technology Solutions, Inc.

Has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: August 15, 2025		/s/ Danny Meeks
	By:	Danny Meeks
	Title:	Chief Executive Officer

FAQ

Why did Greenwave Technology Solutions (GWAV) file a Form 12b-25?

Greenwave Technology Solutions, Inc. filed a Form 12b-25 because it is unable to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 by the prescribed date without unreasonable effort or expense. The company states that additional time is needed to finalize the financial statements and disclosures for this report.

Which Greenwave Technology Solutions (GWAV) filings are delayed?

The company discloses that its Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 has not yet been filed and that it is also unable to timely file its Form 10-Q for the quarter ended June 30, 2025, for which this late-filing notice applies.

Will Greenwave Technology Solutions (GWAV) file the June 30, 2025 Form 10-Q within the normal extension period?

No. Greenwave Technology Solutions, Inc. states that it does not anticipate being able to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 within the extension period provided by Rule 12b-25, even after submitting this late-filing notification.

What reason does Greenwave Technology Solutions (GWAV) give for the late June 30, 2025 Form 10-Q?

The company explains that it needs additional time to finalize the financial statements and the disclosures to be included in the Quarterly Report on Form 10-Q for the quarter ended June 30, 2025. It describes the delay as arising from the effort required to complete these elements without unreasonable expense.

How does the unfiled March 31, 2025 Form 10-Q affect Greenwave Technology Solutions (GWAV)?

Greenwave Technology Solutions, Inc. notes that the March 31, 2025 Form 10-Q remains unfiled and that it is working to complete all steps necessary to finalize its financial statements and other required disclosures. This means investors do not yet have the company’s SEC-filed quarterly financial information for that period.

Who signed the late-filing notice for Greenwave Technology Solutions (GWAV)?

The notification was signed on behalf of Greenwave Technology Solutions, Inc. by Danny Meeks, who is identified in the document as the company’s Chief Executive Officer.