Stonepeak GP Investors Holdings LP Amends Nuvve Holding Corp. Filing

TL;DR

Stonepeak just updated their Nuvve Holding stake filing - watch this space.

AI Summary

Stonepeak GP Investors Holdings LP, along with its affiliates, has filed an amendment to their Schedule 13D concerning Nuvve Holding Corp. The filing, dated October 17, 2024, indicates a change in beneficial ownership. Stonepeak GP Investors Holdings LP is a significant entity involved in investment management.

Why It Matters

This filing signals a potential shift in control or significant influence over Nuvve Holding Corp. by Stonepeak, which could impact the company's strategic direction and shareholder value.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate strategic shifts or potential takeovers, introducing uncertainty for investors.

Key Players & Entities

• Stonepeak GP Investors Holdings LP (company) — Filing entity
• Nuvve Holding Corp. (company) — Subject company
• Michael B. Dorrell (person) — Group member
• Stonepeak Associates IV LLC (company) — Group member
• Stonepeak GP Investors Holdings Manager LLC (company) — Group member
• Stonepeak GP Investors IV LLC (company) — Group member
• Stonepeak GP Investors Upper Holdings LP (company) — Group member
• Stonepeak Rocket Holdings II LP (company) — Group member

FAQ

Key Financial Figures

• $0.0001 — ORP. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class o

Filing Documents

• tm2426418d1_sc13da.htm (SC 13D/A) — 192KB
• tm2426418d1_ex99-a.htm (EX-99.A) — 20KB
• 0001104659-24-109644.txt ( ) — 214KB

(a) of the Original Schedule 13D is amended and replaced in its entirety with the following

Item 2(a) of the Original Schedule 13D is amended and replaced in its entirety with the following: (a-c,f) This Schedule 13D is filed on behalf of each of the following persons (collectively, the “Reporting Persons”): (i) Stonepeak GP Investors Holdings LP, a Delaware limited partnership, (ii) Stonepeak GP Investors Upper Holdings LP, a Delaware limited partnership, (iii) Stonepeak GP Investors Holdings Manager LLC, a Delaware limited liability company, (iv) Stonepeak Rocket Holdings II LP, a Delaware limited partnership; (v) Stonepeak Associates IV LLC, a Delaware limited liability company; (vi) Stonepeak GP Investors IV LLC, a Delaware limited liability company; (vii) Michael B. Dorrell (“Mr. Dorrell”), a citizen of the United States of America; and (viii) Evolve Transition Infrastructure LP, a Delaware limited partnership (“Evolve”). As a result of the Termination (as defined below), the Reporting Persons no longer hold beneficial ownership of any shares of Common Stock of the Issuer. This Schedule 13D relates to (i) Warrants, exercisable for shares of Common Stock, previously held by Stonepeak Rocket Holdings II LP and Evolve and (ii) Common Stock previously issuable to Stonepeak Rocket Holdings II LP and Evolve pursuant to the Securities Purchase Agreement (the “Securities Purchase Agreement”), dated as of May 17, 2021, by and among the Issuer, Stonepeak Rocket Holdings LP (who subsequently transferred its rights under the Securities Purchase Agreement to Stonepeak Rocket Holdings II LP) and Evolve. Stonepeak Associates IV LLC is the general partner of Stonepeak Rocket Holdings II LP. Stonepeak GP Investors IV LLC is the sole member of Stonepeak Associates IV LLC. Stonepeak GP Investors Holdings LP is the managing member of Stonepeak GP Investors IV LLC. Stonepeak GP Investors Upper Holdings LP is the general partner of Stonepeak GP Investors Holdings LP. Stonepeak GP Investors Holdings Manager LLC is the genera

Contracts, Arrangements, Understandings or Relationships

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer The information set forth in

of the Original Schedule 13D is amended as follows

Item 6 of the Original Schedule 13D is amended as follows: The information set forth in Item 4 of this Amendment is incorporated by reference in its entirety into this Item 6. Item 7. Material to be Filed as Exhibits Exhibit A to Item 7 in each of the Initial Schedule 13D and the Original Schedule 13D is amended and replaced in its entirety with the following: Exhibit A: Joint Filing Agreement 11 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. STONEPEAK GP INVESTORS HOLDINGS LP By: STONEPEAK GP INVESTORS UPPER HOLDINGS LP, its general partner By: STONEPEAK GP INVESTORS HOLDINGS MANAGER LLC, its general partner By: /s/ Michael Dorrell Name: Michael Dorrell Title: Sole Member STONEPEAK GP INVESTORS UPPER HOLDINGS LP By: STONEPEAK GP INVESTORS HOLDINGS MANAGER LLC, its general partner By: /s/ Michael Dorrell Name: Michael Dorrell Title: Sole Member STONEPEAK GP INVESTORS HOLDINGS MANAGER LLC By: /s/ Michael Dorrell Name: Michael Dorrell Title: Sole Member 12 STONEPEAK ROCKET HOLDINGS II LP By: STONEPEAK ASSOCIATES IV LLC, its general partner By: STONEPEAK GP INVESTORS IV LLC, its sole member By: STONEPEAK GP INVESTORS HOLDINGS LP, its managing member By: STONEPEAK GP INVESTORS UPPER HOLDINGS LP, its general partner By: STONEPEAK GP INVESTORS HOLDINGS MANAGER LLC, its general partner By: /s/ Michael Dorrell Name: Michael Dorrell Title: Sole Member STONEPEAK ASSOCIATES IV LLC By: STONEPEAK GP INVESTORS IV LLC, its sole member By: STONEPEAK GP INVESTORS HOLDINGS LP, its managing member By: STONEPEAK GP INVESTORS UPPER HOLDINGS LP, its general partner By: STONEPEAK GP INVESTORS HOLDINGS MANAGER LLC, its general partner By: /s/ Michael Dorrell Name: Michael Dorrell Title: Sole Member STONEPEAK GP INVESTORS IV LLC By: STONEPEA

View Full Filing

View this SC 13D/A filing on SEC EDGAR