Nuvve Holding Corp. Files S-1 Registration

TL;DR

Nuvve filed an S-1, get ready for new shares.

AI Summary

Nuvve Holding Corp. filed an S-1 registration statement on November 25, 2024, to register an unspecified number of securities. The company, incorporated in Delaware, is based in San Diego, California, and operates in the power, distribution & specialty transformers sector. Previously known as NB Merger Corp., Nuvve Holding Corp. changed its name on December 16, 2020.

Why It Matters

This S-1 filing indicates Nuvve Holding Corp. is preparing to offer new securities to the public, which could impact its capital structure and stock availability.

Risk Assessment

Risk Level: medium — S-1 filings are standard for new offerings, but the lack of specific offering details and the company's operational sector warrant a medium risk assessment.

Key Numbers

• 333-283451 — SEC File Number (Identifies the specific registration filing with the SEC.)
• 0001836875 — Central Index Key (Unique identifier for Nuvve Holding Corp. in the SEC's EDGAR system.)

Key Players & Entities

• Nuvve Holding Corp. (company) — Registrant
• November 25, 2024 (date) — Filing Date
• 333-283451 (dollar_amount) — SEC File Number
• NB Merger Corp. (company) — Former Company Name
• December 16, 2020 (date) — Date of Name Change
• Gregory Poilasne (person) — CEO
• Alan A. Lanis, Jr. (person) — Legal Counsel

FAQ

Key Financial Figures

• $0.0001 — 4 shares of our common stock, par value $0.0001 per share (“Common Stock”),
• $3.59 — ted sales price of our Common Stock was $3.59 per share. Investing in our securitie
• $3,750,000.01 — the Investors (i) up to an aggregate of $3,750,000.01 principal amount (the “Principal
• $250,000 — e Placement, purchasing an aggregate of $250,000 in principal amount of Notes and accomp
• $3.78 — of the Closing, at an exercise price of $3.78 per share (the “Exercise Price&rd
• $3.402 — interest at a conversion price equal to $3.402 per share (the “Conversion Price&
• $12,500,000 — sing, to purchase up to an aggregate of $12,500,000 additional Notes and Warrants (the &ldq

Filing Documents

• ea0222321-s1_nuvve.htm (S-1) — 309KB
• ea022232101ex5-1_nuvve.htm (EX-5.1) — 10KB
• ea022232101ex21-1_nuvve.htm (EX-21.1) — 2KB
• ea022232101ex23-1_nuvve.htm (EX-23.1) — 3KB
• ea022232101ex-fee_nuvve.htm (EX-FILING FEES) — 14KB
• image_001.jpg (GRAPHIC) — 10KB
• image_002.jpg (GRAPHIC) — 16KB
• ex5-1_001.jpg (GRAPHIC) — 3KB
• ex23-1_001.jpg (GRAPHIC) — 8KB
• 0001213900-24-102273.txt ( ) — 391KB

SELECTED FINANCIAL DATA

SELECTED FINANCIAL DATA 8

USE OF PROCEEDS

USE OF PROCEEDS 10 SELLING STOCKHOLDERS 11 PLAN OF DISTRIBUTION 14 LEGAL MATTERS 16 EXPERTS 16 WHERE YOU CAN FIND MORE INFORMATION 16 INCORPORATION OF CERTAIN INFORMATION BY REFERENCE 17 i ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the Securities and Exchange Commission (the “SEC”) using the “shelf” registration process. Under this shelf registration process, the Selling Stockholders (or their pledgees, donees, transferees or other successors-in-interest) may, from time to time, sell or otherwise dispose of the securities described in this prospectus in one or more offerings. We will not receive any proceeds from the sale by such Selling Stockholders of the securities offered by them described in this prospectus. This prospectus provides you with a general description of the shares of Common Stock that the Selling Stockholders may sell or otherwise dispose of. You should rely only on the information provided in this prospectus, as well as the information incorporated by reference into this prospectus and any applicable prospectus supplement. If there is any inconsistency between the information in this prospectus and any prospectus supplement, you should rely on the information provided in the prospectus supplement. Neither we nor the Selling Stockholders have authorized anyone to provide you with any information or to make any representations other than those contained in this prospectus or any applicable prospectus supplement. Neither we nor the Selling Stockholders take responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. You should not assume that the information in this prospectus or any applicable prospectus supplement is accurate as of any date other than the date of the applicable document. Since the date of this prospectus and the documents incorporated by reference into

View Full Filing

View this S-1 filing on SEC EDGAR