Nuvve said it determined on July 15, 2026 that both its May 12, 2026 Securities Exchange and Omnibus Amendment Agreement and its Registration Rights Agreement were effectively terminated. The move cancels the planned exchange of existing warrants for about 13.1 million common shares or pre-funded warrants and lifts related exercise restrictions. With the exchange off, Nuvve no longer expects to file a resale registration statement for the affected securities. No termination fees were disclosed.
Agreement 1: Nuvve Ends May 2026 Securities Exchange Agreement; 13.1M-Share Swap Canceled
- Agreement terminated: Securities exchange and omnibus amendment agreement
- Counterparty: Warrant Holders
- Original agreement date: May 12 2026
- Termination date: Jul 15 2026
- Termination type: Early
- Exit fees / payments: None
- Reason: Exchange did not close; parties ended obligations
Agreement 2: Nuvve Terminates May 2026 Registration Rights Agreement After Exchange Cancellation
- Agreement terminated: Registration rights agreement
- Counterparty: RRA Investors
- Original agreement date: May 12 2026
- Termination date: Jul 15 2026
- Termination type: Early
- Exit fees / payments: None
- Reason: Exchange canceled; resale registration no longer required
Original SEC Filing:
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