Nuvve Holding Corp. — fact timeline

Nuvve Holding Corp.: Reduced quorum requirement for stockholder meetings from a majority to at least one-third in voting power (effective 2023-12-01).

“The Second Amended and Restated Bylaws, which became effective immediately, reduces the quorum requirement at all meetings of the Company’s stockholders from a majority in voting power of the Company’s shares of stock entitled to vote at the meeting to at least one-third in voting power of the Company’s shares of stock entitled to vote at the meeting.”

Nuvve Holding Corp. reported third quarter ended September 30, 2023 results: revenue $2.7 million, net income $8.3 million.

“exploring all funding opportunities so that we can remain committed to sustaining our trajectory of innovation and growth.” 2023 Third Quarter Financial Review Total revenue was $2.7 million for the three months ended September 30, 2023, compared to $0.6 million for the three months ended September 30, 2022, an increase of approximately $2.2 million, or 389.9%. The”

Nuvve Holding Corp. entered into Placement Agent Agreement with Aegis Capital Corp. (effective 2023-10-25).

“On October 25, 2023, the Company also entered into a placement agent agreement (the “ Placement Agent Agreement ”) with Aegis Capital Corp. (the “ Placement Agent ”).”

Nuvve Holding Corp. entered into Purchase Agreement with purchasers named on the signature page thereto valued at aggregate gross proceeds to the Company from the Offering were approximately $2.07 million (effective 2023-10-25).

“On October 25, 2023, Nuvve Holding Corp., a Delaware corporation (the “ Company ”), entered into a securities purchase agreement (the “ Purchase Agreement ”) with the purchasers named on the signature page thereto (the “ Purchasers ”), which provides for the sale and issuance by the Company in a registered direct offering (the “ Offering ”) of an aggregate of (i) 4,366,092 shares of the Company’s common stock, $0.0001 par value per share (the “ Common Stock ”), at a purchase price of $0.15 per share (the “ Shares ”), and (ii) pre-funded warrants to purchase up to 9,406,848 shares of Common Stock at a purchase price of $0.1499 per pre-funded warrant (the “ Pre-Funded Warrants ” and, together with the Shares, the “ Securities ”), which represents the per share price for the Shares less the exercise price of $0.0001 per share.”

Nuvve Holding Corp. reported the three months ended June 30, 2023 results: revenue $2.1 million, net income $8.0 million.

“Total revenue was $2.1 million for the three months ended June 30, 2023”

Nuvve Holding Corp. shareholders approved The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered certified public accounting firm for the fiscal year ended December 31, 2023 at the 2023-06-02 meeting.

“Proposal No. 3 – The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered certified public accounting firm for the fiscal year ended December 31, 2023: 1 FOR AGAINST ABSTENTIONS/ WITHHELD BROKER NON-VOTES 15,138,658 209,182 233,993 0”

Nuvve Holding Corp. shareholders approved To approve a proposed amendment and restatement of the Incentive Plan to (i) increase the number of shares available for the grant of awards by 4,000,000 shares and (ii) add an “evergreen” provision whereby the number of shares authorized for issuance pursuant to awards under the Incentive Plan will at the 2023-06-02 meeting.

“Proposal No. 2 – To approve a proposed amendment and restatement of the Incentive Plan to (i) increase the number of shares available for the grant of awards by 4,000,000 shares and (ii) add an “evergreen” provision whereby the number of shares authorized for issuance pursuant to awards under the Incentive Plan will be automatically increased on each January 1 beginning on January 1, 2024 and through and including January 1, 2030, by a number of shares equal to the smaller of (a) five percent (5%) of the number of shares of our common stock issued and outstanding on the immediately preceding December 31, and (b) an amount determined by the Board (the “2020 Equity Incentive Plan Amendment and Restatement Proposal”): FOR AGAINST ABSTENTIONS/ WITHHELD BROKER NON-VOTES 6,713,590 2,235,756 46,491 6,585,996”

Nuvve Holding Corp. shareholders approved To elect two directors to the Board of Directors of the Company for a three-year term of office expiring at the Company’s 2026 Annual Meeting of Stockholders and until their successor are elected and duly qualified at the 2023-06-02 meeting.

“Proposal No. 1 – To elect two directors to the Board of Directors of the Company for a three-year term of office expiring at the Company’s 2026 Annual Meeting of Stockholders and until their successor are elected and duly qualified: DIRECTOR NOMINEE FOR AGAINST ABSTENTIONS/ WITHHELD BROKER NON-VOTES H. David Sherman 7,484,123 1,479,761 31,953 6,585,996 Angela Strand 7,508,565 1,431,839 55,433 6,585,996”

Nuvve Holding Corp. entered into Purchase Agreement with a certain institutional and accredited investor valued at $997,012 (effective 2023-06-05).

“On June 5, 2023, Nuvve Holding Corp. (the “Company”) entered into a subscription agreement (the “Purchase Agreement”) with a certain institutional and accredited investor (the “Purchaser”), relating to the issuance and sale of 2,492,530 shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”) in a registered direct offering (the “Offering”). The offering price for the Shares will be $0.40 per Share. The closing of the Offering is expected to occur on or about June 6, 2023 (the “Closing Date”), subject to customary closing conditions. The aggregate gross proceeds to the Company from the Offering are expected to be $997,012.”

Nuvve Holding Corp. reported first quarter ended March 31, 2023 results: revenue $1.9 million, net income $7.7 million.

“streams with new and existing partners across North America, Europe and Japan throughout the remainder of the year.” 2023 First Quarter Financial Review Total revenue was $1.9 million for the three months ended March 31, 2023 compared to $2.4 million for the three months ended March 31, 2022, a decrease of $0.5 million, or 21.8%. The decrease was primarily”

Nuvve Holding Corp. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2), 5810(c)(3)(A)).

“April 14, 2023, Nuvve Holding Corp. (the “Company”) received written notice from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive business days, the bid price of the Company’s common stock has closed below the minimum $1.00 per share requirement for continued inclusion under Nasdaq Marketplace Rule 5550(a)(2) (the “Bid Price Rule”). The notice has no immediate effect on the listing or trading of the Company's common stock and the common stock will continue to trade on The Nasdaq Capital Market under the sym”

Nuvve Holding Corp. entered into Purchase Agreement with a certain institutional and accredited investor valued at issuance and sale of 1,818,181 shares of common stock at $0.55 per share; aggregate gross proceeds a (effective 2023-04-14).

“On April 14, 2023, Nuvve Holding Corp. (the “Company”) entered into a subscription agreement (the “Purchase Agreement”) with a certain institutional and accredited investor (the “Purchaser”), relating to the issuance and sale of 1,818,181 shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”) in a registered direct offering (the “Offering”).”

Nuvve Holding Corp. reported the three months ended December 31, 2021 results: net income $9.5 million of net loss.

“Total revenue was $1.15 million for the three months ended December 31, 2022, compared to $1.25 million for the three months ended December 31, 2021, a decrease of $0.10 million, or 8.2%”

Nuvve Holding Corp. reported the three months ended December 31, 2022 results: net income $7.9 million of net loss.

“Total revenue was $1.15 million for the three months ended December 31, 2022, compared to $1.25 million for the three months ended December 31, 2021, a decrease of $0.10 million, or 8.2%”

Nuvve Holding Corp. entered into Subscription Agreement with certain institutional and accredited investor valued at 543,478 shares of common stock at $0.92 per share; aggregate gross proceeds approximately $0.5 milli (effective 2023-02-17).

“On February 17, 2023, Nuvve Holding Corp. (the "Company") entered into a subscription agreement (the "Purchase Agreement") with a certain institutional and accredited investor (the "Purchaser"), relating to the issuance and sale of 543,478 shares (the "Shares") of common stock, par value $0.0001 per share (the "Common Stock") in a registered direct offering (the "Offering").”

Nuvve Holding Corp. entered into At the Market Offering Agreement with Craig-Hallum Capital Group LLC valued at $25,000,000 (effective 2023-01-31).

“On January 31, 2023, Nuvve Holding Corp. (the “ Company ”) entered into an At the Market Offering Agreement (the “ Agreement ”) with Craig-Hallum Capital Group LLC (“ Craig-Hallum ”), as the sales agent (the “ Agent ”), pursuant to which the Company may offer and sell, from time to time through the Agent, shares of its common stock (the “ Shares ”), having an aggregate offering price of up to $25,000,000 (the “ Offering ”).”

Nuvve Holding Corp. shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year 2022 at the 2023-01-25 meeting.

“Proposal No. 2 – The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered certified public accounting firm for the fiscal year ended December 31, 2022: FOR AGAINST ABSTENTIONS/ WITHHELD BROKER NON-VOTES 12,744,479 244,332 54,762 0”

Nuvve Holding Corp. shareholders approved Elect Jon M. Montgomery as a Class A director at the 2023-01-25 meeting.

“Proposal No. 1 – To elect one director to the Board of Directors of the Company for a three-year term of office expiring at the Company’s 2025 Annual Meeting of Stockholders and until the successor is elected and duly qualified: DIRECTOR NOMINEE FOR AGAINST ABSTENTIONS/ WITHHELD BROKER NON-VOTES Jon M. Montgomery 7,959,479 1,268,956 48,559 3,766,579”

Nuvve Holding Corp. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“December 14, 2022, Nuvve Holding Corp. (the “Company”) received written notice from the Listing Qualifications Department of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive business days, the bid price of the Company’s common stock has closed below the minimum $1.00 per share requirement for continued inclusion under Nasdaq Marketplace Rule 5550(a)(2) (the “Bid Price Rule”). The notice has no immediate effect on the listing or trading of the Company's common stock and the common stock will continue to trade on The Nasdaq Capital Market under the”

Nuvve Holding Corp. reported third quarter ended September 30, 2022 results: revenue $0.6 million, net income $8.3 million.

“Total revenue was $0.6 million for the three months ended September 30, 2022, compared to $1.2 million for the three months ended September 30, 2021, a decrease of $0.6 million, or 52.4%. The decrease was primarily attributed to a $0.2 million decrease in products and services revenue, and a decrease in grants of $0.4 million. Products and services revenue for the three months ended September 30, 2022 consisted of sales DC and AC Chargers of about $0.3 million, grid services revenue of $0.16 million, and engineering services of $0.05 million. Cost of products and services revenue for the three months ended September 30, 2022, decreased by $0.11 million to $0.3 million, and margin was flat at 43.3% compared to the same prior year period. Margin was mostly impacted by a higher mix of hardware charging stations sales offset by a lower mix of engineering services in the current quarter. Selling, general and administrative expenses consist of selling, marketing, advertising, payroll, admini”