Welcome to our dedicated page for Nuvve Holding SEC filings (Ticker: NVVE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Nuvve Holding Corp. (NVVE) SEC filings page provides access to the company’s regulatory disclosures, including registration statements, current reports, and other documents filed with the U.S. Securities and Exchange Commission. These filings offer detailed information about Nuvve’s capital structure, financing arrangements, and business focus on intelligent energy management, vehicle-to-grid (V2G) technology, energy storage, and microgrids.
Among the key documents, investors can review Nuvve’s Form S-1 registration statement filed on January 8, 2026, which describes the registration of shares of common stock for resale by selling stockholders. The S-1 explains the securities issued in connection with a December 2025 private placement of Series A Convertible Preferred Stock and warrants, an amended and restated common shares purchase agreement (equity line of credit), and senior convertible promissory notes and related warrants. It outlines how these instruments may convert into or be exercised for shares of Nuvve common stock.
Multiple Form 8-K current reports detail material events such as private placements of preferred stock and warrants, the establishment of an equity line of credit facility, additional issuances of senior convertible promissory notes and warrants, Nasdaq listing notices and extensions, reverse stock split approval, and agreements involving intellectual property and joint ventures. These filings describe terms like conversion prices, exercise prices, maturity, interest rates, and registration rights, which are relevant for understanding dilution risk and financing structure.
Other 8-K filings reference Nuvve’s financial results press releases and letters to stockholders, providing context on the company’s strategic expansion into stationary energy storage and microgrids. Together, these SEC documents help explain how Nuvve funds its operations, manages its equity position in relation to Nasdaq listing requirements, and formalizes key business agreements.
On this page, users can track new NVVE filings as they are made available through EDGAR. AI-powered tools can help summarize lengthy documents such as registration statements and current reports, highlight important terms in financing agreements, and surface items related to topics like equity offerings, convertible securities, and listing compliance.
Nuvve Holding Corp. entered into a private financing anchored by Series A Convertible Preferred Stock and warrants. The company agreed to sell 5,000 preferred shares with a stated value of $5,000,000 for an aggregate purchase price of $4,500,000, together with warrants covering 100% of the conversion shares. Closing occurs upon stockholder approval under Nasdaq rules, targeted via a special meeting on or before December 31, 2025.
The preferred converts at 90% of the common stock’s closing price immediately prior to closing (subject to limits and a floor), carries an 8% annual dividend payable quarterly (increasing to 18% upon certain events), and is paired with five‑year warrants initially exercisable at 135% of that closing price. Purchasers also secured an Additional Investment Right for up to $25,000,000 in additional preferred and warrants, with pricing tied to recent trading levels and a floor, plus periodic proceeds requirements.
Separately, Nuvve established a committed equity facility of up to $25,000,000 and issued a pre‑funded warrant for 2,221,235 shares as a commitment fee. Resale registrations are required under a registration rights agreement, with timelines and liquidated damages if missed.
Nuvve Holding Corp. (NVVE) filed its Q3 2025 10‑Q, reporting total revenue of $1.60 million, down from $1.92 million a year ago. Product revenue was $0.95 million, services $0.38 million, and grants $0.27 million. The company posted an operating loss of $5.11 million and a net loss of $4.79 million for the quarter.
For the first nine months, revenue was $2.84 million versus $3.50 million last year, with $12.35 million used in operating cash flow. Cash was $0.94 million at September 30, 2025, plus $0.32 million in restricted cash. Current liabilities totaled $12.94 million, and total stockholders’ deficit was $(1.92) million.
Year to date, financing provided $13.31 million, including common stock offering proceeds and warrant exercises, while debt proceeds were offset by repayments. Shares outstanding were 22,482,750 at September 30, 2025, and 33,566,009 as of November 8, 2025, reflecting significant equity issuances and conversions.
Nuvve Holding Corp. filed an 8-K stating it issued a press release announcing financial results for the third quarter ended September 30, 2025. The press release was furnished as Exhibit 99.1 on November 13, 2025.
The disclosure is provided under Items 2.02 (Results of Operations and Financial Condition) and 7.01 (Regulation FD). The company notes the information furnished under these items is not deemed “filed” for purposes of Section 18 of the Exchange Act. Exhibit 104 contains the cover page Inline XBRL tags.
Nuvve Holding Corp. (NVVE) received a Nasdaq compliance extension after a hearing with the Nasdaq Hearings Panel. The Panel granted the company until December 31, 2025 to regain compliance, subject to conditions.
The extension follows earlier notices that NVVE’s stock closed below $1.00 for 30 consecutive trading days under the Bid Price Rule and that it was also noncompliant with the $2,500,000 minimum stockholders’ equity requirement. Nasdaq indicated NVVE was not eligible for a standard cure period due to prior reverse stock splits over the last two years with a cumulative ratio of 250-to-1 or more. NVVE plans to pursue its compliance plan, but there is no assurance it will regain or maintain its listing.
Nuvve Holding Corp. (NVVE) entered into multiple agreements with EDF and Dreev SAS. The company agreed to sell all of its equity interests in Dreev, representing approximately 4.65% of Dreev, to EDF for a lump sum payment of 800,000 Euros.
Concurrently, the parties signed a Software Cross‑License Agreement granting each side an exclusive, fully paid‑up, non‑transferable, non‑sublicensable license to use specified software repositories for vehicle‑to‑grid operations within France, the United Kingdom, Belgium, Italy and Germany. They also executed a Patents Assignment and IPR License Agreement under which certain patents and related know‑how were assigned back to Nuvve, and Nuvve granted Dreev an exclusive, fully paid‑up, transferable, sublicensable license over that patent portfolio in the same territory. Nuvve agreed it shall not utilize the Patent IP in the territory. Each agreement commences October 8, 2025 and includes cure and termination provisions.
Nuvve Holding Corp. filed a revised proxy amending a scrivener's error to show 19,942,839 shares outstanding (previously 20,252,314) and seeks shareholder approval for a Reverse Stock Split with a board-determined ratio in the range of 1-for-2 to 1-for-40. The company states the reverse split is intended to satisfy Nasdaq minimum bid price requirements and notes an active appeal of a Nasdaq delisting determination. Implementation must be completed no later than 10 business days before a date set by the Nasdaq Hearing Panel if the split is approved. The proxy discloses solicitation arrangements, including an estimated fee to Campaign Management of up to $10,000, event logistics for a Special Meeting and adjusted share-and-capital mechanics and tax and fractional-share treatments in the event of the reverse split.
Nuvve Holding Corp. (NVVE) filed a preliminary proxy for a special meeting scheduled for 1:00 p.m. Eastern Time on October [6], 2025. Stockholders are asked to vote on two items: Proposal 1, a Reverse Stock Split of the common stock, and Proposal 2, an Adjournment to allow more time if needed. The proxy notes these proposals are generally not considered “routine,” so banks and brokers cannot vote uninstructed shares on these matters.
The Company has appointed an inspector of elections to count votes. The proxy includes sections on Authorized Shares of Common Stock, Appraisal Rights, Interests of Certain Persons, and U.S. federal income tax consequences of a reverse split. A beneficial ownership table lists directors, officers, and certain holders, including stakes reported at 10.70%, 9.99%, and 4.99%.
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