Nuvve (NASDAQ: NVVE) regains Nasdaq compliance under one-year panel monitor

Rhea-AI Filing Summary

Nuvve Holding Corp. reported two key developments. First, director James Altucher resigned from the Board effective immediately on January 7, 2026, and the company states his departure was not due to any disagreement over its operations, policies, or practices.

Second, Nuvve received a letter from Nasdaq on January 6, 2025 confirming it is in compliance with Nasdaq Listing Rule 5550(b)(1) on minimum stockholders’ equity and Listing Rule 5550(a)(2). The company will be under a Mandatory Panel Monitor for one year starting January 6, 2026. If it falls out of compliance with the Minimum Stockholders’ Equity Rule during that year, it will not receive additional time to regain compliance, though it can request a new hearing before any delisting. Nuvve issued a press release on January 8, 2026 announcing it has regained compliance with Nasdaq listing requirements.

Positive

• Regained Nasdaq compliance: Nasdaq confirmed Nuvve is in compliance with Listing Rule 5550(b)(1) on minimum stockholders’ equity and Listing Rule 5550(a)(2), reducing near-term delisting risk.
• Public confirmation: The company issued a press release on January 8, 2026, announcing it has regained compliance with Nasdaq listing requirements, clarifying its current listing status for investors.

Negative

• Mandatory Panel Monitor: Nuvve will be subject to a one-year Nasdaq Mandatory Panel Monitor starting January 6, 2026; any future non-compliance with the Minimum Stockholders’ Equity Rule during this period will not receive additional cure time before potential delisting proceedings.
• Board change: Director James Altucher resigned from the Board effective January 7, 2026; while stated as not due to disagreement, it still represents a change in board composition.

Insights

Equity & Listing Compliance Analyst

Nuvve regains Nasdaq compliance but faces a one-year monitoring period and a non-disagreement board resignation.

The company reports that James Altucher resigned from the Board of Directors effective January 7, 2026. It explicitly states his resignation is not due to any disagreement with the company’s operations, policies, or practices, which frames this as a governance change rather than a conflict-driven event.

More significantly, Nuvve received a Nasdaq letter on January 6, 2025 stating it is in compliance with Listing Rule 5550(b)(1) on minimum stockholders’ equity and Rule 5550(a)(2). This indicates the company has met key requirements to maintain its listing. However, starting January 6, 2026, it will be under a Mandatory Panel Monitor for one year. If it again falls out of compliance with the Minimum Stockholders’ Equity Rule in that period, it will not receive additional cure time, although it can request a new hearing before any delisting decision.

On January 8, 2026, Nuvve issued a press release announcing that it has regained compliance with Nasdaq listing requirements. This reduces immediate delisting risk, but the one-year monitoring framework highlights that maintaining adequate stockholders’ equity remains important, with any shortfall during the monitor period triggering a more stringent response process by Nasdaq.

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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

Date of Report (Date of earliest event reported): January 6, 2026

NUVVE HOLDING CORP.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-40296

86-1617000

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

2488 Historic Decatur Road, Ste 200

San Diego,

California

92106

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (619) 456-5161

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).
o			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 symbols

Name of each exchange on which registered

Common Stock, Par Value $0.0001 Per Share

NVVE

The Nasdaq Stock Market LLC

Warrants to Purchase Common Stock

NVVEW

The Nasdaq Stock Market LLC

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 o

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.        o

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers’ Compensatory Arrangements of Certain Officers.

On January 7, 2026, James Altucher informed the Board of Directors (the “Board”) of Nuvve Holding Corp. (the “Company”) of his decision to resign from the Board, effectively immediately. Mr. Altucher’s decision to resign from the Board is not a result of any disagreement with the Company or any matter relating to the Company’s operations, policies or practices.

Item 8.01. Other Events.

On January 6, 2025, the Company received a letter from The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Nasdaq Hearings Panel has found the Company to be in compliance with Nasdaq Listing Rule 5550(b)(1) (the “Minimum Stockholders’ Equity Rule”) and Nasdaq Listing Rule 5550(a)(2). The letter also indicated that the Company will be subject to a Mandatory Panel Monitor for a period of one year commencing on January 6, 2026. If, within that one-year monitoring period, the Nasdaq Listing Qualifications Staff finds the Company out of compliance with the Minimum Stockholders’ Equity Rule, the Company will not be permitted additional time to regain compliance. However, the Company will have an opportunity to request a new hearing with the Nasdaq Hearings Panel prior to the Company’s securities being delisted from Nasdaq.

On January 8, 2026, the Company issued a press release announcing that it has regained compliance with Nasdaq listing requirements. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No.						Description
99.1						Press Release dated January 8, 2026
104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

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.

Dated: January 8, 2026

			NUVVE HOLDING CORP.
			By:			/s/ Gregory Poilasne
						Gregory Poilasne
						Chief Executive Officer

1

FAQ

What did Nuvve Holding Corp. (NVVE) disclose in this 8-K filing?

The company reported the resignation of director James Altucher and disclosed that Nasdaq has determined Nuvve is in compliance with its listing rules, subject to a one-year Mandatory Panel Monitor.

Why did James Altucher resign from Nuvve’s Board of Directors?

Nuvve states that James Altucher resigned from the Board effective January 7, 2026, and that his decision was not the result of any disagreement with the company’s operations, policies, or practices.

Has Nuvve regained compliance with Nasdaq listing requirements?

Yes. A Nasdaq letter dated January 6, 2025 states Nuvve is in compliance with Listing Rule 5550(b)(1) on minimum stockholders’ equity and Rule 5550(a)(2). Nuvve also issued a press release on January 8, 2026 announcing it has regained compliance.

What is the Nasdaq Mandatory Panel Monitor for Nuvve (NVVE)?

Nuvve will be under a Mandatory Panel Monitor for one year starting January 6, 2026. If it becomes non-compliant with the Minimum Stockholders’ Equity Rule during that period, it will not receive additional time to regain compliance, although it may request a new hearing before any delisting.

Which Nasdaq rules is Nuvve currently in compliance with?

The Nasdaq letter states Nuvve is in compliance with Nasdaq Listing Rule 5550(b)(1), the Minimum Stockholders’ Equity Rule, and Nasdaq Listing Rule 5550(a)(2).

Will Nuvve automatically be delisted if it falls out of compliance again?

If Nuvve falls out of compliance with the Minimum Stockholders’ Equity Rule during the one-year monitoring period, it will not receive extra time to regain compliance, but it will have an opportunity to request a new hearing before its securities are delisted.