Nuvve special meeting adjourned for lack of quorum
Nuvve Holding Corp. convened a special meeting of stockholders on June 15, 2026, but only 3,118,235 common shares were present or represented by proxy, which was not enough to meet the quorum requirement under its amended and restated bylaws.
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Form Type
8-K
Rhea-AI Filing Summary
Nuvve Holding Corp. convened a special meeting of stockholders on June 15, 2026, but only 3,118,235 common shares were present or represented by proxy, which was not enough to meet the quorum requirement under its amended and restated bylaws.
As a result, the company adjourned the special meeting to June 23, 2026 at 1 p.m. Eastern Time. The record date remains the close of business on April 17, 2026, and proxies already submitted will be used at the reconvened meeting unless stockholders properly change or revoke them.
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: 3,118,235 shares
Reconvened meeting date and time: June 23, 2026, 1 p.m. Eastern
Record date for voting: April 17, 2026
3 metrics
Shares represented at meeting
3,118,235 shares
Present or by proxy at June 15, 2026 special meeting
Reconvened meeting date and time
June 23, 2026, 1 p.m. Eastern
Adjourned special meeting of stockholders
Record date for voting
April 17, 2026
Close of business; stockholders entitled to vote
Key Terms
quorum, record date, proxy statement, special meeting
4 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"
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.
proxy statement regulatory
"set forth in the definitive proxy statement on Schedule 14A filed"
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.
special meeting regulatory
"its 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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Nuvve Holding Corp. (NVVE) announce about its June 15, 2026 special meeting?
Nuvve Holding Corp. convened its special meeting on June 15, 2026 but did not achieve a quorum. Only 3,118,235 common shares were present or represented by proxy, so the company adjourned the meeting to June 23, 2026 at 1 p.m. Eastern Time.
Why was Nuvve (NVVE) unable to proceed with voting at the special meeting?
The meeting could not proceed because the number of shares present or represented by proxy did not meet the quorum requirement under Nuvve’s amended and restated bylaws. With only 3,118,235 shares represented, the company was required to adjourn and reconvene the meeting later.
When will Nuvve Holding Corp. (NVVE) reconvene its adjourned special meeting?
Nuvve will reconvene its adjourned special meeting of stockholders on June 23, 2026 at 1 p.m. Eastern Time. The adjournment gives the company more time to solicit additional proxies so that enough shares are represented to satisfy the quorum requirement.
What is the record date for Nuvve’s (NVVE) reconvened special meeting on June 23, 2026?
The record date remains the close of business on April 17, 2026. Only stockholders of record as of that date are entitled to vote at the reconvened special meeting, even though the meeting itself will now occur on June 23, 2026.
Do Nuvve (NVVE) stockholders need to vote again after the special meeting adjournment?
Stockholders who already voted do not need to vote again unless they want to change their votes. Proxies previously submitted will be voted at the reconvened June 23, 2026 special meeting unless they are properly revoked or replaced by new voting instructions.
What proposals are being considered at Nuvve’s (NVVE) special meeting?
The proposals at the special meeting are those described in Nuvve’s definitive proxy statement on Schedule 14A filed May 29, 2026. The 8-K does not restate each proposal, but confirms that voting will continue on the same items when the meeting reconvenes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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