Nasdaq warns Nuvve (NASDAQ: NVVE) of delisting after 30 days under $1
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Nuvve Holding Corp. received a notice from Nasdaq that its common stock no longer meets the minimum bid price requirement of $1.00 per share after trading below that level for 30 consecutive days. Nasdaq also noted Nuvve is ineligible for standard cure periods because it has conducted reverse stock splits over the past two years with a cumulative ratio of at least 250-to-1.
Unless appealed, trading on The Nasdaq Capital Market is set to be suspended on April 29, 2026, with a Form 25-NSE to remove the listing and registration. Nuvve intends to request a hearing before a Nasdaq Hearings Panel by April 27, 2026, which would stay suspension while the appeal proceeds, but there is no assurance the company will regain compliance or maintain its Nasdaq listing.
Positive
- None.
Negative
- Nasdaq delisting process triggered: Nuvve’s shares failed to meet the $1.00 minimum bid price for 30 consecutive trading days, and prior large reverse stock splits make it ineligible for standard cure periods, leading Nasdaq to schedule suspension and delisting absent a successful appeal.
Insights
Nasdaq has initiated a delisting process for Nuvve after a prolonged sub-$1 share price, with only an appeal path remaining.
The notice states Nuvve’s stock stayed below the $1.00 bid price threshold for 30 consecutive trading days, triggering non-compliance with Nasdaq Listing Rule 5550(a)(2). Because Nuvve executed reverse stock splits totaling at least a 250-to-1 ratio over two years, it cannot use the normal compliance grace periods.
Nasdaq plans to suspend trading on April 29, 2026 and file a Form 25-NSE unless Nuvve appeals to a Hearings Panel by April 27, 2026. Nuvve plans to request a hearing and "take all reasonable measures" to regain compliance, but the text explicitly warns there is no assurance the Panel will grant continued listing or that compliance will be restored.
8-K Event Classification
2 items: 3.01, 9.01
2 items
Item 3.01
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing
Securities
The company received a delisting notice or transferred its listing to a different exchange.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Minimum bid price requirement: $1.00 per share
Non-compliance period: 30 consecutive trading days
Reverse split cumulative ratio: 250-to-1 or more
+2 more
5 metrics
Minimum bid price requirement
$1.00 per share
Nasdaq Listing Rule 5550(a)(2) threshold
Non-compliance period
30 consecutive trading days
Days with closing price below $1.00
Reverse split cumulative ratio
250-to-1 or more
Reverse stock splits over prior two-year period
Trading suspension date
April 29, 2026
Planned Nasdaq Capital Market suspension
Appeal request deadline
April 27, 2026
Last day to request Nasdaq Hearings Panel review
Key Terms
Bid Price Rule, Nasdaq Listing Rule 5550(a)(2), reverse stock split, Form 25-NSE, +2 more
6 terms
Bid Price Rule regulatory
"the Company’s common stock had fallen below $1.00 per share for 30 consecutive trading days, the Company was no longer in compliance with the requirement for continued inclusion on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”)."
Nasdaq Listing Rule 5550(a)(2) regulatory
"no longer in compliance with the requirement for continued inclusion on The Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”)."
reverse stock split financial
"the Company has effected a reverse stock split over the prior one-year period and has effected one or more reverse stock splits over the prior two-year period"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
Form 25-NSE regulatory
"a Form 25-NSE will be filed with the U.S. Securities and Exchange Commission, which will remove the Company’s securities from listing and registration"
Form 25‑NSE is an official filing used to notify the stock exchange that a company’s securities are being removed from trading on that exchange, similar to handing in a key when a shop closes. Investors care because removal ends public trading on that venue, often cutting liquidity and making it harder to buy or sell shares, which can affect a stock’s price and how quickly investors can access cash or exit positions.
Listing Qualifications Department regulatory
"received written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”)"
A listing qualifications department is the part of a stock exchange that checks whether a company meets the exchange’s rules for being listed and staying listed. Think of it as a gatekeeper or building inspector: it reviews financial statements, disclosure practices and corporate governance, flags problems and can require fixes or remove a company’s shares. Investors care because its decisions affect whether a stock remains tradable and how much trust to place in a company’s reporting.
Hearings Panel regulatory
"request an appeal of such determination to Nasdaq’s Hearings Panel (the “Panel”) by April 27, 2026."
A hearings panel is a small group of officials or experts who hold formal sessions to review evidence, question parties, and make decisions about regulatory compliance, discipline, or approvals. Think of it like a review board or courtroom for business and market issues: its findings can lead to fines, changes in a company’s permissions, or even delisting. Investors pay attention because the panel’s rulings can directly affect a company’s operations, reputation and share price.
FAQ
Why did Nuvve (NVVE) receive a Nasdaq delisting notice?
Nuvve received the notice because its common stock closed below $1.00 per share for 30 consecutive trading days, violating Nasdaq Listing Rule 5550(a)(2). This lack of compliance triggered Nasdaq’s bid-price rule enforcement and a potential move to suspend and delist the shares.
What is Nasdaq Listing Rule 5550(a)(2) and how does it affect Nuvve (NVVE)?
Nasdaq Listing Rule 5550(a)(2) requires a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market. Nuvve’s stock traded below this level for 30 straight days, so Nasdaq determined the company no longer meets this listing standard and began delisting procedures.
Can Nuvve (NVVE) appeal Nasdaq’s delisting determination?
Yes. Nuvve can request an appeal hearing before Nasdaq’s Hearings Panel by April 27, 2026. Filing the hearing request automatically stays any suspension or delisting action during the hearing process and any extension period that the Panel may grant afterward.
Why is Nuvve (NVVE) ineligible for a standard compliance period with Nasdaq?
Nasdaq cited Listing Rule 5810(c)(3)(A)(iv), explaining Nuvve is ineligible for the usual compliance period because it has effected one or more reverse stock splits over the prior two-year period, with a cumulative ratio of at least 250 shares to one, limiting cure options.
What does Nuvve (NVVE) say it plans to do about the Nasdaq notice?
Nuvve states it intends to timely request a hearing before the Nasdaq Hearings Panel and to take all reasonable measures to regain compliance with the bid price rule. However, the company cautions there is no assurance it will regain compliance or maintain its Nasdaq listing.