Nuvve (NASDAQ: NVVE) issues 100,000 RSUs to non-employee directors

Rhea-AI Filing Summary

Nuvve Holding Corp. reported that its Board of Directors approved a new equity grant for its non-employee directors. On August 24, 2025, following a recommendation from the Compensation Committee, the Board authorized an award of 100,000 restricted stock units (RSUs) to these directors.

The RSUs vest immediately, meaning the non-employee directors receive the full equity benefit right away rather than over time. The company explains that this grant is part of its ongoing review of corporate governance practices and is intended to help attract and retain qualified board members. Nuvve plans to provide further details about the equity award structure and terms in its next proxy statement.

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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): August 24, 2025

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 230

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 x

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 8.01. Other Events.

Equity Award to Non-Employee Directors

On August 24, 2025, as part of Nuvve Holding Corp.’s (the “Company”) ongoing review of its corporate governance practices and in an effort to continue to attract and retain qualified members of the Board of Directors (the “Board”), the Compensation Committee of the Board recommended, and the Board approved, an equity award to the Company’s non-employee directors consisting of 100,000 restricted stock units, which vest immediately. Further details regarding the equity award will be provided in the Company’s next proxy statement.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No.						Description
104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURE

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: August 28, 2025

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

FAQ

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

Nuvve Holding Corp. disclosed that its Board approved an equity award to non-employee directors consisting of 100,000 restricted stock units that vest immediately.

Who is receiving the 100,000 restricted stock units at Nuvve (NVVE)?

The award of 100,000 restricted stock units is being granted to Nuvve Holding Corp.’s non-employee directors on the Board of Directors.

When were the new RSU awards to Nuvve’s non-employee directors approved?

The equity award to non-employee directors was approved on August 24, 2025, following a recommendation from the Compensation Committee of the Board.

How do the new restricted stock units for Nuvve’s directors vest?

Nuvve states that the 100,000 restricted stock units vest immediately, so the non-employee directors receive the full equity award right away.

Why is Nuvve (NVVE) granting RSUs to non-employee directors?

Nuvve explains that the grant is part of an ongoing review of its corporate governance practices and is intended to help attract and retain qualified Board members.

Where will investors find more details on Nuvve’s director equity awards?

Nuvve states that further details about the equity award will be provided in its next proxy statement.