Nuvve Holding Corp. Announces 1-For-40 Reverse Stock Split
1. Overview of the Announcement
On December 10, 2025, Nuvve Holding Corp. (Nasdaq: NVVE), a prominent player in distributed grid assets management and vehicle-to-grid (V2G) technology, announced a significant corporate action: a 1-for-40 reverse stock split. This split will take effect at 12:01 a.m. Eastern Time on December 15, 2025, marking a pivotal moment for the company as it seeks to enhance its market position.
2. Details of the Reverse Stock Split
As part of the reverse stock split, every 40 shares of Nuvve's issued and outstanding common stock will be automatically converted into one issued and outstanding share. This move will reduce the total number of shares from approximately 53 million to around 1.3 million, while maintaining the par value at $0.0001 per share. Notably, the total authorized number of shares will remain unchanged.
The split is designed not only to consolidate shares but also to help Nuvve comply with Nasdaq's minimum bid price requirement of $1.00 per share. Trading of the adjusted shares will commence on the Nasdaq Capital Market under the same symbol “NVVE” on December 15, 2025, with a new CUSIP number, 67079Y407.
Impact on Stock Options and Warrants
In conjunction with the reverse stock split, proportional adjustments will be made to the number of shares related to outstanding stock options, restricted stock units, and warrants. This ensures that existing agreements and equity incentive plans remain aligned with the new share structure. Additionally, fractional shares resulting from the split will be rounded up to the nearest whole share, preventing stockholders from being left with fractional interests.
3. Background and Rationale
The decision for the reverse stock split follows a special meeting of stockholders held on October 6, 2025, where shareholders approved a proposal granting the Board of Directors the authority to amend the company's certificate of incorporation for a reverse stock split within a specified range. After careful consideration, the Board formally approved the 1-for-40 split on November 30, 2025.
The primary objective of this strategic move is to regain compliance with Nasdaq's listing requirements. As the market landscape for tech and energy companies continues to evolve, maintaining a favorable stock price is crucial for Nuvve's long-term sustainability and growth.
4. Shareholder Information and Next Steps
Nuvve's transfer agent, Continental Stock Transfer & Trust Company, will provide detailed information to stockholders regarding their ownership following the reverse stock split. For stockholders holding shares in book-entry form or through brokers, no action is required, as their accounts will be automatically adjusted to reflect the new share count. Beneficial holders are encouraged to reach out to their financial intermediaries for any procedural inquiries.
5. About Nuvve Holding Corp.
Nuvve Holding Corp. is at the forefront of the electrification movement, harnessing advanced technology to transform batteries, electric vehicles, and other distributed assets into dynamic grid resources. The company's innovative platform enables real-time bidirectional charging and load optimization, providing essential grid services that enhance reliability and reduce costs. Headquartered in San Diego, California, Nuvve aims to create a sustainable energy future by synergizing mobility, buildings, and infrastructure.
As the company prepares for the reverse stock split, all eyes will be on how this strategic maneuver positions Nuvve for future growth and compliance in a competitive market.
