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 related-party Receivable Assignment Agreement with its chief executive officer, Gregory Poilasne, and chief financial officer, David Robson. The company had a contingent right to receive a lump-sum payment of
Nuvve Holding Corp. entered into an additional financing under its existing securities purchase agreement, issuing a new senior convertible note and matching warrant to an institutional investor in a private placement.
The company issued a senior convertible promissory note with a principal amount of $111,111.11, carrying a 10% original issue discount, for gross proceeds of $100,000. The note bears 8.0% annual interest, rising to 18.0% upon an event of default, and matures in 18 months, with a possible six‑month extension if certain repayment and non‑default conditions are met.
The note is convertible at the investor’s option into common stock at a conversion price of $0.1711 per share, with full ratchet antidilution adjustments and an Alternate Conversion Price formula upon default, subject to a 9.99% beneficial ownership cap. The accompanying warrant is immediately exercisable for up to 100% of the shares underlying the note at an exercise price of $0.1711, includes full ratchet antidilution protection subject to Nasdaq price limits, and has a five‑year term with cashless exercise in specified situations. Nuvve plans to use net proceeds for working capital and general corporate purposes and has agreed to register the underlying shares under its registration rights agreement.
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%.
Nuvve Holding Corp. reported that it received a Nasdaq notice on August 27, 2025 stating that its common stock is no longer in compliance with the Nasdaq Capital Market’s $1.00 minimum bid price requirement after trading below that level for 30 consecutive days. Nasdaq also cited the company’s prior reverse stock splits over the last one and two years and stated that this history makes Nuvve ineligible for the usual bid-price compliance period. In addition, Nasdaq noted that Nuvve remains below the $2,500,000 minimum stockholders’ equity requirement, creating a separate basis for delisting.
The notice stated that trading in Nuvve’s securities on the Nasdaq Capital Market would be suspended on September 5, 2025 and a Form 25-NSE would be filed to remove the securities from listing and registration, unless the company appealed. Nuvve requested a hearing with a Nasdaq Hearings Panel on September 3, 2025, which stays further suspension or delisting action while the hearing process is pending. The company cautions that there is no assurance it will regain compliance or that its common stock will remain listed on Nasdaq.
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.
Gregory Poilasne, Chief Executive Officer and Director of Nuvve Holding Corp. (NVVE), reported an open-market sale of common stock on 08/22/2025. The Form 4 shows 200,000 shares were disposed of at a volume-weighted average price of $0.4725 per share, with the reported intraday price range $0.47 to $0.48. After the sale the filing lists 333,474.784 shares beneficially owned by the reporting person in a direct capacity. The sale was signed and dated by Mr. Poilasne on 08/26/2025. The filer notes the issuer can provide detailed per-transaction share counts on request.
James Andrew Altucher, a director of Nuvve Holding Corp. (NVVE), acquired 100,000 shares of the issuer's common stock on 08/24/2025. The shares were issued as restricted stock units (RSUs) under the company's Amended and Restated 2020 Long-Term Incentive Plan, each RSU representing the right to one share. The RSUs vested immediately and were reported with a $0 per-share price on Form 4, resulting in 100,000 shares beneficially owned following the transaction. The filing is signed and dated 08/26/2025.
Nuvve Holding Corp. insider Brian Arthur Johnson received 100,000 restricted stock units (RSUs) that vested immediately, each representing one share of common stock. The award was recorded as a non‑derivative acquisition on 08/24/2025 at a reported price of $0, leaving Mr. Johnson with 100,000 shares beneficially owned following the transaction. The filing identifies Mr. Johnson as a director and shows the Form 4 was signed on 08/26/2025.
This disclosure states the RSUs were granted under the company’s Amended and Restated 2020 Long‑Term Incentive Plan and that each RSU converts to one share on vesting. No other transactions, option grants, sales, or additional material terms (such as service conditions or forfeiture provisions) are stated in the form.
Nuvve Holding Corp. director Laura Huang acquired 100,000 restricted stock units (RSUs) on 08/24/2025. The RSUs vested immediately and each RSU represents the right to receive one share of the issuer's common stock, resulting in 100,000 shares beneficially owned following the transaction. The reported acquisition price is shown as $0, consistent with RSUs that convert into shares upon vesting. The Form 4 was signed by the reporting person on 08/26/2025. No derivative transactions or additional compensation details are included in this filing.