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.
Nuvve Holding Corp. filings document the company’s operating results, material contracts, capital structure and public-company governance. Recent 8-K disclosures cover financial results, cooperation and service agreements tied to energy-storage and grid services, termination of a fleet-electrification master services agreement, and executive compensation arrangements.
The filing record for NVVE also includes disclosures on Series A Convertible Preferred Stock rights, common stock and warrant securities, Nasdaq continued-listing matters, a Form 25 relating to warrants, board leadership, Regulation FD materials and risk-relevant events affecting the company’s vehicle-to-grid, battery storage and grid-modernization business.
Nuvve Holding Corp. entered into a set of Omnia Venture Agreements with Oelion AB and OMNIA Group Holdings AG to expand its battery energy storage business in Europe, starting with a 50 MW project in Sweden and targeting a pipeline exceeding 1 GW.
Under a 20‑year managerial services agreement, Nuvve will provide technology and consulting and expects to receive approximately $1,345,389 in the first year. As consideration, Nuvve agreed to issue 814,532 common shares, about 19.9% of current outstanding stock, plus Series B preferred shares subject to shareholder approval and milestone completion. The securities are being issued in a private, unregistered transaction.
Nuvve Holding Corp. reported that its master services agreement with Fresno Economic Opportunities Commission for a fleet electrification program has been effectively terminated. The agreement carried approximately $15.7 million in possible estimated fees and expenses for Nuvve.
The company disputes whether Fresno Economic Opportunities Commission properly terminated the contract but no longer expects the business relationship to continue. Nuvve is negotiating with Fresno Economic Opportunities Commission over costs and fees owed for services already provided, and the final amount it will receive remains uncertain.
Nuvve Holding Corp. is registering up to 42,401,643 shares of common stock for resale by existing investors. These shares come from the conversion of Series A preferred stock, the exercise of private placement and AIR warrants, pre-funded warrants, AIR convertible notes, and up to 25,000,000 shares that may be issued under an equity line of credit facility with Five Narrow Lane and Hailstone.
The company will not receive proceeds from investors’ resale of these shares, but can receive cash if the preferred stock, AIR instruments and warrants are exercised, and from selling up to $25 million of stock at 93% of market price under the equity line. As of December 31, 2025, Nuvve had 1,473,039 shares outstanding, and the prospectus notes that if all 25,000,000 equity line shares were issued they would represent about 94% of shares then outstanding.
Nuvve develops vehicle‑to‑grid (V2G) technology that links electric vehicles and stationary batteries into virtual power plants. The company reported a net loss of $17.4 million in 2024 and a net loss of $24.8 million for the nine months ended September 30, 2025, and implemented a 1‑for‑40 reverse stock split in December 2025.
Nuvve Holding Corp. reported that its Board of Directors has confirmed Jon M. Montgomery as Chairperson of the Board, effective January 13, 2026. He had been serving as Interim Chairperson and has been a board member since November 2020. Montgomery also continues as chair of the Nominating and Corporate Governance Committee and as a member of the Audit and Compensation Committees, reinforcing his central role in the company’s governance structure.
Nuvve Holding Corp. is registering up to 42,401,643 shares of common stock for resale by existing securityholders. These shares come from convertible Series A preferred stock, private placement warrants, pre-funded warrants, an equity line of credit facility for up to 25,000,000 shares, and previously issued AIR convertible notes and warrants. Nuvve will not receive proceeds from the resale of these shares, but may receive cash if warrants are exercised and if it sells stock under the equity line.
The company is a vehicle-to-grid (V2G) technology provider that aggregates electric vehicle and stationary batteries to supply grid services. Recent financings include a December 2025 private placement of $6.0 million stated value preferred stock and warrants for $5.4 million in cash, an equity line facility of up to $25 million, and additional AIR notes totaling about $611,110 in principal. Nuvve reported a $17.4 million net loss in 2024 and continued losses through the first nine months of 2025, and implemented a 1-for-40 reverse stock split in December 2025.
Nuvve Holding Corp. reported two key developments. First, director James Altucher resigned from the Board effective immediately on January 7, 2026, and the company states his departure was not due to any disagreement over its operations, policies, or practices.
Second, Nuvve received a letter from Nasdaq on January 6, 2025 confirming it is in compliance with Nasdaq Listing Rule 5550(b)(1) on minimum stockholders’ equity and Listing Rule 5550(a)(2). The company will be under a Mandatory Panel Monitor for one year starting January 6, 2026. If it falls out of compliance with the Minimum Stockholders’ Equity Rule during that year, it will not receive additional time to regain compliance, though it can request a new hearing before any delisting. Nuvve issued a press release on January 8, 2026 announcing it has regained compliance with Nasdaq listing requirements.
Nuvve Holding Corp. reported that on December 18, 2025 it sent a formal letter to its stockholders and publicly distributed the same message via a press release. Both the letter and the press release are included as Exhibits 99.1 and 99.2. The company classifies this communication as soliciting material under proxy rules, and is furnishing, rather than filing, the information under Regulation FD, meaning it is not subject to certain Exchange Act liability provisions unless later specifically incorporated into another filing.
Nuvve Holding Corp. is asking stockholders to approve several major capital-related proposals at a virtual special meeting on December 29, 2025. The centerpiece is an Issuance Proposal that would allow the company to issue more than 19.99% of its common stock, including over 7,788,708 shares, in connection with a November 14, 2025 private placement of Series A Preferred Stock and warrants and a $25 million committed equity facility.
The private placement covers up to 6,000 shares of Series A Preferred Stock with a stated value of $6,000,000.00 for a purchase price of $5,400,000.00, plus warrants and an Additional Investment Right of up to $25,000,000. The preferred stock converts at 90% of the closing common stock price before closing and carries an 8% dividend that can increase to 18%. A separate facility allows Nuvve to sell up to $25,000,000 of common stock at 93% of market-based prices and includes a pre-funded warrant for 2,221,235 shares.
Stockholders are also being asked to double authorized common shares from 200,000,000 to 400,000,000, and to approve the ability to adjourn the meeting to gather more votes. Nuvve states these steps are needed to secure needed capital, but they could significantly dilute existing holders and make takeovers more difficult.