Nuvve adjourns special meeting for lack of quorum
Nuvve Holding Corp. convened a special stockholder meeting on June 9, 2026, but it was unable to conduct business because a quorum was not reached.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
8-K
Rhea-AI Filing Summary
Nuvve Holding Corp. convened a special stockholder meeting on June 9, 2026, but it was unable to conduct business because a quorum was not reached. The company reported that 2,926,864 shares of common stock were present or represented by proxy, which was below the threshold required under its Amended and Restated Bylaws.
The special meeting was adjourned to June 15, 2026 at 1 p.m. Eastern Time to allow more time to collect proxies. The record date remains the close of business on April 17, 2026, so only stockholders of record on that date are entitled to vote. Votes already submitted will carry over to the reconvened meeting unless changed or properly revoked.
8-K Event Classification
3 items: 5.07, 8.01, 9.01
3 items
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Shares represented at meeting: 2,926,864 shares
Adjourned meeting date: June 15, 2026
Record date: April 17, 2026
+1 more
4 metrics
Shares represented at meeting
2,926,864 shares
Present or by proxy at June 9, 2026 special meeting
Adjourned meeting date
June 15, 2026
Reconvened special meeting at 1 p.m. Eastern Time
Record date
April 17, 2026
Close of business; determines stockholders entitled to vote
Common stock par value
$0.0001 per share
Par value of Nuvve common stock entitled to vote
Key Terms
quorum, record date, special meeting, proxy statement, +1 more
5 terms
quorum regulatory
"which did not constitute a quorum under the Company’s Amended and Restated Bylaws."
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
record date regulatory
"The close of business on April 17, 2026 will remain the record date for determination of the stockholders entitled to vote"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
special meeting regulatory
"convened a special meeting of stockholders (the “Special Meeting”) to vote upon the proposals"
A special meeting is a shareholder gathering called outside the regular annual meeting to decide on urgent or specific corporate matters, such as mergers, major asset sales, changes to the board, or shareholder proposals. It matters to investors because decisions made there can quickly alter a company’s strategy, ownership or value—like a sudden boardroom decision that changes the game—so shareholders may need to vote, adjust holdings, or reassess risk based on the outcome.
proxy statement regulatory
"proposals set forth in the definitive proxy statement on Schedule 14A filed by the Company"
A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.
Inline XBRL technical
"Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document."
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Why did Nuvve (NVVE) adjourn its June 9, 2026 special meeting?
Nuvve adjourned the June 9, 2026 special meeting because it did not achieve a required quorum. Only 2,926,864 common shares were present or represented by proxy, which was below the level required under its Amended and Restated Bylaws.
When will Nuvve (NVVE) reconvene its special stockholder meeting?
The special stockholder meeting is scheduled to reconvene on June 15, 2026 at 1 p.m. Eastern Time. Business that required a quorum on June 9, 2026 will instead be considered at this reconvened session.
What is the record date for voting at Nuvve’s special meeting?
The record date for voting at Nuvve’s special meeting is the close of business on April 17, 2026. Only stockholders of record on that date are entitled to vote at the reconvened June 15, 2026 meeting.
Do Nuvve (NVVE) stockholders need to vote again after the adjournment?
Stockholders who already voted do not need to vote again unless they want to change their vote. Proxies previously submitted will be used at the reconvened June 15, 2026 meeting unless properly revoked or updated.
What proposals are tied to Nuvve’s June 2026 special meeting vote?
The June 2026 special meeting concerns proposals described in Nuvve’s definitive proxy statement on Schedule 14A filed May 29, 2026. Those proposals are to be voted on once a quorum is achieved at the reconvened meeting.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Accepted by SEC EDGAR
Learn about SEC filing dates