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: March 31, 2026
☐
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 March 31, 2026 (the “First 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 Annual Report on Form 10-K for the year ended December 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 First 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).
Annual Report on Form 10-K for the year ended December 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:
May 15, 2026 |
|
/s/
Danny Meeks |
| |
By: |
Danny
Meeks |
| |
Title:
|
Chief
Executive Officer |
