Nuvve Holding Corp. Signs Material Definitive Agreement
Ticker: NVVEW · Form: 8-K · Filed: Feb 5, 2025 · CIK: 1836875
| Field | Detail |
|---|---|
| Company | Nuvve Holding CORP. (NVVEW) |
| Form Type | 8-K |
| Filed Date | Feb 5, 2025 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.0001, $278,250.00, $2.65 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, corporate-update
TL;DR
Nuvve signed a big deal on Feb 4th, filing shows.
AI Summary
Nuvve Holding Corp. entered into a Material Definitive Agreement on February 4, 2025. The filing also includes financial statements and exhibits related to this agreement. The company, formerly known as NB Merger Corp., is incorporated in Delaware and headquartered in San Diego, California.
Why It Matters
This filing indicates a significant new contract or partnership for Nuvve Holding Corp., which could impact its future business operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, and their full impact is not yet clear from this initial filing.
Key Players & Entities
- Nuvve Holding Corp. (company) — Registrant
- February 4, 2025 (date) — Date of earliest event reported
- NB Merger Corp. (company) — Former company name
- San Diego, California (location) — Principal Executive Offices
FAQ
What type of Material Definitive Agreement did Nuvve Holding Corp. enter into?
The filing does not specify the exact nature of the Material Definitive Agreement, only that one was entered into on February 4, 2025.
When was Nuvve Holding Corp. formerly known as NB Merger Corp.?
The date of the name change from NB Merger Corp. to Nuvve Holding Corp. was December 16, 2020.
What is Nuvve Holding Corp.'s principal executive office address?
Nuvve Holding Corp.'s principal executive offices are located at 2488 Historic Decatur Road, Suite 230, San Diego, California 92106.
What is the SEC file number for Nuvve Holding Corp.?
The SEC file number for Nuvve Holding Corp. is 001-40296.
What is the SIC code for Nuvve Holding Corp.?
The Standard Industrial Classification (SIC) code for Nuvve Holding Corp. is 3612, which corresponds to POWER, DISTRIBUTION & SPECIALTY TRANSFORMERS.
Filing Stats: 831 words · 3 min read · ~3 pages · Grade level 11.6 · Accepted 2025-02-04 20:04:18
Key Financial Figures
- $0.0001 — ich registered Common Stock, Par Value $0.0001 Per Share NVVE The Nasdaq Stock Market
- $278,250.00 — ing (the "Offering") of an aggregate of $278,250.00 of shares of the Company's common stock
- $2.65 — value per share, at a purchase price of $2.65 per share (the "Shares"), which represe
Filing Documents
- nvve-20250204.htm (8-K) — 37KB
- nuvve-ex101thirdamendmentt.htm (EX-10.1) — 27KB
- nvve-ex102securitiespurcha.htm (EX-10.2) — 224KB
- 0001836875-25-000035.txt ( ) — 504KB
- nvve-20250204.xsd (EX-101.SCH) — 2KB
- nvve-20250204_def.xml (EX-101.DEF) — 16KB
- nvve-20250204_lab.xml (EX-101.LAB) — 27KB
- nvve-20250204_pre.xml (EX-101.PRE) — 16KB
- nvve-20250204_htm.xml (XML) — 4KB
01. Entry into Material Definitive Agreement
Item 1.01. Entry into Material Definitive Agreement Amendment to Existing Purchase Agreement On February 4, 2025, Nuvve Holding Corp. (the "Company") entered into the Third Amendment to Securities Purchase Agreement (the "Amendment"), which amends the Securities Purchase Agreement, dated October 31, 2024, as amended on January 14, 2024 and February 3, 2025 (as amended, the "October Purchase Agreement"), by and among the Company and the buyers named therein. The Amendment amends the October Purchase Agreement to extend to update the definition of "Exempt Issuance" to include certain registered direct offerings. The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the full text of the form of Amendment, which is filed as Exhibit 10.1 and is incorporated herein by reference. RDO Agreement On February 4, 2025, the Company, entered into a securities purchase agreement (the "RDO Agreement") with the purchaser named on the signature page thereto (the "Purchaser"), which provides for the sale and issuance by the Company in a registered direct offering (the "Offering") of an aggregate of $278,250.00 of shares of the Company's common stock, $0.0001 par value per share, at a purchase price of $2.65 per share (the "Shares"), which represents the most recent closing price as reported on the Nasdaq Capital Market immediately prior to the execution of the RDO Agreement. The closing of the Offering is expected to occur on or before February 5, 2025, subject to the satisfaction of customary closing conditions. The RDO Purchase Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, and customary indemnification obligations of the Company. The Offering will be made pursuant to a shelf registration statement filed with and declared effective by the Securities and Exchange Commission (the "SEC") (Registration No. 333-264462), a base prospectus, dated May
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Form of Third Amendment to Securities Purchase Agreement, dated as of February 4, 2025. 10.2 Form of Securities Purchase Agreement, dated as of February 4, 2025. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. 1 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: February 4, 2025 NUVVE HOLDING CORP. By: /s/ Gregory Poilasne Gregory Poilasne Chief Executive Officer 2