Nuvve Provides Fourth Quarter and Full Year 2025 Financial Update

About this update from Nuvve Holding Corp.

Investor Conference Call to be Held Today at 5:00 PM Eastern Time ( 2:00 PM PT ) SAN DIEGO --(BUSINESS WIRE)-- Nuvve Holding Corp. ( Nuvve ) (Nasdaq: NVVE), a global leader in advanced energy storage, grid modernization solutions and vehicle-to-grid (V2G) technology, today provided a fourth quarter and full-year 2025 financial update. Fourth Quarter Highlights and Recent Developments We raised $8.1 million in gross proceeds through a private preferred stock offering, warrants exercises and debt obligations during the fourth quarter of 2025 to support our operations and growth initiatives Total revenues were $1.9 million for the fourth quarter of 2025 compared to $1.8 million for the fourth quarter 2024 Gross profit margins were 24.2% for the fourth quarter of 2025 compared to 15.8% for the fourth quarter 2024 Cash operating losses were $1.5 million in the fourth quarter 2025 compared to $4.9 million the fourth quarter 2024 Reduced operating expenses excluding cost of sales and inventory impairment by $2.2 million in the fourth quarter of 2025 to $3.7 million compared to $5.9 million in the fourth quarter of 2024 We had $5.5 million in cash and cash equivalents as of December 31, 2025 compared to $0.4 million at December 31, 2024 . Management Discussion Gregory Poilasne, Chief Executive Officer of Nuvve , said, “We were disappointed with the slowdown of EV adoption in the school bus market and the decline in revenues in 2025. We previously announced that we have pivoted our business strategy towards stationary storage aggregation services, and have seen an increase in our pipeline and backlog for stationary battery projects which we anticipate will accelerate the scaling of our platform in North America , Europe and Japan.” 2025 Fourth Quarter Financial Review Total revenue was $1.95 million for the three months ended December 31, 2025 , compared to $1.79 million for the three months ended December 31, 2024 . The increase in revenue was attributed to increase in products due to higher customers sales orders and shipments, and increase in grants revenue, partially offset by decrease in services revenue. Products and services revenue for the three months ended December 31, 2025 consisted of sales of DC and AC Chargers of about $1.39 million , grid services revenue of $0.01 million , and engineering services of $0.34 million , compared to sales of DC and AC $1.18 million , grid services of $0.01 million , and engineering services of $0.51 million for the three months ended December 31, 2024 . The decrease in service revenue is due to the absence of management fees earned related to the Fresno EV infrastructure project. We stopped accruing management fees earned for the Fresno EV infrastructure project during the second quarter of 2025. Cost of product and service revenues was $1.46 million for the three months ended December 31, 2025 , compared to $1.50 million for the three months ended December 31, 2024 , a 2.8% decrease. Products and services margins for the three months ended December 31, 2025 increased by 4.5% to 16.0%, compared to 11.5% for the same prior year period. Margin was positively impacted by a higher mix of hardware charging stations sales and a lower mix of engineering services. During the fourth quarter of 2025, we determined that certain 125 kW V2G DC Chargers held in inventory and purchased from our former third party supplier were not conforming to our commercial product reliability standards and they would no longer be offered for sale domestically. Given the commercial reliability issues with those DC chargers, we recognized a total inventory impairment charge of $3.47 million , reducing the carrying value of those inventories to zero. The inventory impairment loss is presented as a separate line item in the consolidated statements of operations due to its significance. Selling, general and administrative expenses consist of selling, marketing, payroll, administrative, finance, and professional expenses. Selling, general and administrative expenses were $3.0 million for the three months ended December 31, 2025 , as compared to $5.1 million for the three months ended December 31, 2024 , a decrease of $2.1 million , or 40.9%. The decrease during the three months ended December 31, 2025 was primarily attributable to decreases in compensation expenses of $1.7 million , including share-based compensation, decrease in public company related expenses of $0.6 million , decrease in travel-related expenses of $0.2 million , decrease in office related expenses of $0.2 million , decrease in information technology related expenses of $0.1 million , partially offset by increase in insurance related expenses of $0.4 million , and increase in legal expenses of $0.3 million . Research and development expenses increased by $0.1 million , or 12.1%, from $0.8 million for the three months ended December 31, 2024 to $0.7 million for the three months ended December 31, 2025 . The increases during the three months ended December 31, 2025 were primarily attributable to increases in compensation expenses and subcontractor expenses used to advance our platform functionality and integration with vehicles and stationary batteries. Other income, net consists primarily of interest expense, change in fair value of convertible notes, change in fair value of warrants liability, sublease income and other income (expense). Other income (expense) was $0.38 million in other income for the three months ended December 31, 2025 , compared to $0.52 million of other income for the three months ended December 31, 2024 , a decrease of $0.14 million of income. The decrease during the three months ended December 31, 2025 was primarily attributable to the change in fair values of the convertible notes and warrants liability, partially offset by increases in sublease income related to the subleasing of part of our main office space, and interest expense on debt obligations. Net loss was $6.3 million for the three months ended December 31, 2025 , compared to $5.1 million for the three months ended December 31, 2024 , an increase of $1.2 million or 23.7%. The increase in net loss was primarily due to a increase in operating expenses of $1.2 million , partially offset by decrease in other income, net of $0.1 million and increase in revenue of $0.16 million . Net Loss Attributable to Non-Controlling Interest Net loss attributable to non-controlling interest was $0.23 million and $0.03 million for the three months ended December 31, 2025 and 2024, respectively. Net loss is allocated to non-controlling interests in proportion to the relative ownership interests of the holders of non-controlling interests in the entities. Megawatts Under Management Megawatts under management refers to the potential available charging capacity Nuvve is currently managing around the world. Megawatts under management in the fourth quarter increased 7.2% over the third quarter of 2025, to 28.3 megawatts from 26.4 megawatts, and a 7.8% decrease compared to the fourth quarter of 2024. Stationary batteries we managed in California were decommissioned as they reached the end of their useful life. Our customer intends to replace these batteries in the future, and we are working with this customer to propose our battery aggregation services once their new batteries are installed. In Japan we elected to not continue the management of stationary batteries connected to our platform in partnership with Toyota Tsusho that we had managed for several years, given that expected future revenue generation was limited under our existing agreement. Instead we have focused our efforts in driving new business development efforts in Japan , with a focus on battery aggregation services for commercial and governmental customers throughout the country. Conference Call Details Nuvve will hold a conference call to review its financial results for the fourth quarter of 2025, along with other company developments at 5:00 PM Eastern Time ( 2:00 PM PT ) today, Tuesday, March 31, 2026 . To participate in the call, please register for and listen via a live webcast, available in the ‘Events' section of Nuvve’s investor relations website at https://investors.nuvve.com/ . In addition, a replay of the call will be made available for future access. About Nuvve Holding Corp. Nuvve Holding Corp. (Nasdaq: NVVE) is a global leader in the electrification of the planet, beginning with transportation, through its intelligent energy platform. Combining the advanced vehicle-to-grid (V2G) technology and an ecosystem of electrification partners, Nuvve dynamically manages power among electric vehicle (EV) batteries and the grid to deliver new value to EV owners, accelerate the adoption of EVs, and support the world’s transition to clean energy. By transforming EVs into mobile energy storage assets and networking battery capacity to support shifting energy needs, Nuvve is making the grid more resilient, enhancing sustainable transportation, and supporting energy equity in an electrified world. Since its founding in 2010, Nuvve has successfully deployed V2G on five continents and offers turnkey electrification solutions for fleets of all types. Nuvve is headquartered in San Diego, California , and can be found online at nuvve.com . Nuvve and associated logos are among the trademarks of Nuvve and/or its affiliates in the United States , certain other countries and/or the European Union . Any other trademarks or trade names mentioned are the property of their respective owners. Cautionary Statement Regarding Forward-Looking Statements This press release contains forward-looking statements or forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of forward-looking terms such as "may," "will," "expects," "believes," "aims," "anticipates," "plans," "looking forward to," "estimates," "projects," "assumes," "guides," "targets," "forecasts," "continue," "seeks" or the negatives of such terms or other variations on such terms or comparable terminology, although not all forward-looking statements contain such identifying words. Forward-looking statements include, but are not limited to, statements concerning Nuvve’s expectations, plans, intentions, strategies, prospects, business plans, product and service offerings, new deployments, potential project successes, expected timing of recently announced projects, anticipated growth of various business areas and other statements that are not historical facts. Nuvve cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Nuvve . Such statements are based upon the current beliefs and expectations of management and are subject to significant risks and uncertainties that could cause actual outcomes and results to differ materially. Some of these risks and uncertainties can be found in Nuvve’s most recent Annual Report on Form 10-K and subsequent periodic reports filed with the Securities and Exchange Commission (SEC). Copies of these filings are available online at www.sec.gov , https://investors.nuvve.com or on request from Nuvve . These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in the Nuvve’s filings with the SEC . Such forward-looking statements speak only as of the date made, and Nuvve disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Readers of this press release are cautioned not to place undue reliance on these forward-looking statements, since there can be no assurance that these forward-looking statements will prove to be accurate. This cautionary statement is applicable to all forward-looking statements contained in this press release. NUVVE HOLDING CORP. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) December 31, 2025 December 31, 2024 Assets Current Assets Cash $ 5,467,250 $ 371,497 Restricted cash 320,000 320,000 Accounts receivable, net 1,094,651 2,148,198 Inventories 800,819 4,591,902 Prepaid expenses 883,301 494,986 Deferred costs 709,286 417,290 Due from related party 574,503 — Other current assets 1,184,704 931,244 Total Current Assets 11,034,514 9,275,117 Property and equipment, net 618,444 613,958 Intangible assets, net 1,065,705 1,062,766 Goodwill 96,000 — Investment in equity securities — 670,951 Investment in leases 98,321 101,415 Right-of-use operating lease assets 3,779,757 4,493,360 Deferred costs - noncurrent 594,558 564,558 Security deposit, long-term 105,782 15,687 Total Assets $ 17,393,081 $ 16,797,812 Liabilities and Equity Current Liabilities Accounts payable $ 3,406,969 $ 1,882,357 Accrued expenses 1,842,722 3,393,205 Deferred revenue - current 1,022,453 506,496 Debt -term loan — 1,609,928 Due to related party - promissory notes - current 1,113,564 562,241 Convertible notes - current 616,179 2,475,162 Operating lease liabilities - current 860,130 914,800 Other liabilities 2,340 6,969 Customer deposits 918,631 — Total Current Liabilities 9,782,988 11,351,158 Operating lease liabilities - noncurrent 3,558,659 4,254,173 Deferred revenue - noncurrent 874,779 771,747 Due to related party - promissory notes - noncurrent — 840,500 Warrants/investment rights liability 474,023 699,087 Other long-term liabilities 172,089 170,794 Total Liabilities 14,862,538 18,087,459 Commitments and Contingencies Mezzanine equity Series A Convertible Preferred stock, $0.0001 par value, 35,000 shares authorized, 6,000 issued and outstanding at December 31, 2025 , and zero shares issued and outstanding at December 31, 2024 ; aggregate liquidation preference of $6,000,000 and $0 at December 31, 2025 and December 31, 2024 , respectively 4,958,840 — Stockholders’ Equity Preferred Class A units, zero par value, 4,900,000 shares authorized; 4,900,000 units issued and outstanding at December 31, 2025 , and zero units issued and outstanding at December 31, 2024 , respectively 166,698 — Series 3 J-Kiss units, zero par value, 100,000,000 shares authorized; 10,090 units issued and outstanding at December 31, 2025 , and zero units issued and outstanding at December 31, 2024 , respectively 615,960 — Class B units, zero par value, 2,500,000 units authorized; 300,000 units issued and outstanding at December 31, 2025 , and zero units issued and outstanding at December 31, 2024 , respectively 300,000 — Preferred stock, $0.0001 par value, 1,000,000 shares authorized; zero shares issued and outstanding at December 31, 2025 and December 31, 2024 , respectively — — Common stock, $0.0001 par value, 400,000,000 shares authorized; 2,069,882 shares issued and 2,069,840 shares outstanding at December 31, 2025 ; 22,624 shares issued and 22,582 shares outstanding at December 31, 2024 . 11,758 6,408 Treasury stock, at cost, 42 shares outstanding at December 31, 2025 ; 42 shares outstanding at December 31, 2024 . — — Additional paid-in capital 193,616,119 164,285,336 Accumulated other comprehensive income 38,041 46,494 Accumulated deficit (196,421,627 ) (165,599,076 ) Nuvve common stockholders’ deficit (1,673,051 ) (1,260,838 ) Non-controlling interests (755,246 ) (28,809 ) Total Nuvve stockholders’ deficit (2,428,297 ) (1,289,647 ) Total mezzanine equity 4,958,840 — Total Liabilities, Nuvve stockholders' deficit and mezzanine equity $ 17,393,081 $ 16,797,812 NUVVE HOLDING CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended December 31 , Years Ended December 31 , 2025 2024 2025 2024 Revenue Products $ 1,391,133 $ 1,179,078 $ 3,046,150 $ 2,568,573 Services 349,317 520,742 1,188,581 2,307,679 Grants 209,411 86,255 559,211 409,977 Total revenue 1,949,861 1,786,075 4,793,942 5,286,229 Operating expenses Cost of products 1,141,168 1,121,542 2,418,237 2,124,506 Cost of services 320,823 382,769 503,039 1,410,051 Inventory impairment loss 3,469,895 — 3,469,895 — Selling, general, and administrative 3,028,635 5,126,547 26,752,318 17,671,110 Research and development 674,310 767,558 3,830,533 4,540,993 Total operating expenses 8,634,831 7,398,416 36,974,022 25,746,660 Operating loss (6,684,970 ) (5,612,341 ) (32,180,080 ) (20,460,431 ) Other income Interest expense, net (235,465 ) (544,653 ) (1,955,781 ) (767,373 ) Change in fair value of convertible notes (79,912 ) 444,656 (140,575 ) 444,656 Change in fair value of warrants/investment rights liability 266,601 1,019,946 940,500 3,662,370 Change in fair value of derivative liability — — — (3,626 ) Other, net 425,036 (404,825 ) 1,785,948 (300,408 ) Total other (expense) income, net 376,260 515,124 630,092 3,035,619 Loss before taxes (6,308,710 ) (5,097,217 ) (31,549,988 ) (17,424,812 ) Income tax (benefit) expense (1,000 ) 1,600 (1,000 ) 1,600 Net loss $ (6,307,710 ) $ (5,098,817 ) $ (31,548,988 ) $ (17,426,412 ) Less: Net loss attributable to non-controlling interests (231,308 ) (28,809 ) (726,437 ) (28,809 ) Net loss attributable to Nuvve Holding Corp. $ (6,076,402 ) $ (5,070,008 ) $ (30,822,551 ) $ (17,397,603 ) Net loss attributable to Nuvve Holding Corp. common stockholders $ (6,076,402 ) $ (5,070,008 ) $ (30,822,551 ) $ (17,397,603 ) Net loss per share attributable to Nuvve Holding Corp. common stockholders, basic and diluted $ (6.38 ) $ (230.16 ) $ (75.65 ) $ (1,076.70 ) Weighted-average shares used in computing net loss per share attributable to Nuvve Holding Corp. common stockholders, basic and diluted 952,168 22,029 407,435 16,158 NUVVE HOLDING CORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) Three Months Ended December 31 , Years Ended December 31 , 2025 2024 2025 2024 Net income (loss) $ (6,307,710 ) $ (5,098,817 ) $ (31,548,988 ) $ (17,426,412 ) Other comprehensive (loss) income, net of taxes Foreign currency translation adjustments, net of taxes (2,447 ) (27,652 ) (8,453 ) (47,182 ) Total Comprehensive income (loss) $ (6,310,157 ) $ (5,126,469 ) $ (31,557,441 ) $ (17,473,594 ) Less: Comprehensive income (loss) attributable to non-controlling interests, net taxes (231,308 ) (28,809 ) (726,437 ) (28,809 ) Comprehensive income (loss) attributable to Nuvve Holding Corp. $ (6,078,849 ) $ (5,097,660 ) $ (30,831,004 ) $ (17,444,785 ) Comprehensive income (loss) attributable to Nuvve Holding Corp. common stockholders $ (6,078,849 ) $ (5,097,660 ) $ (30,831,004 ) $ (17,444,785 ) NUVVE HOLDING CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Years Ended December 31 , 2025 2024 Operating activities Net loss $ (31,548,988 ) $ (17,426,412 ) Adjustments to reconcile to net loss to net cash used in operating activities Depreciation and amortization 329,500 337,971 Share-based compensation 2,432,132 2,620,127 Inventory impairment loss 3,469,895 — Change in fair value of warrants liability (940,500 ) (3,263,697 ) Change in fair value of convertible notes 140,575 (444,656 ) Change in fair value of derivative liability — 3,626 Fair value of warrants issued for cryptocurrency strategy consulting services 8,194,000 — Loss on warrants issuance — 305,065 Provision for credit losses 990,105 — Gains from the sale of equity investment interest (244,214 ) — Amortization of discount on debt and promissory notes 162,312 87,222 Noncash lease expense 721,870 357,118 Change in operating assets and liabilities Accounts receivable 63,442 (148,299 ) Inventory 321,188 1,297,551 Prepaid expenses and other assets (1,190,901 ) 1,506,991 Accounts payable 1,524,612 196,413 Advance deposit from customer 918,631 — Accrued expenses and other liabilities (2,592,869 ) (1,422,380 ) Deferred revenue 622,083 259,026 Net cash used in operating activities (16,627,127 ) (15,734,334 ) Investing activities Cash used in acquisition (340,200 ) — Purchase of property and equipment (57,099 ) (45,395 ) Proceeds from sale of equity investment interest 915,165 — Net cash provided by (used in) investing activities 517,866 (45,395 ) Financing activities Proceeds from debt and promissory notes obligations, net of issuance costs 9,422,198 6,470,500 Repayment of debt and promissory notes obligations (3,323,948 ) (654,655 ) Payment of finance lease obligations (8,267 ) (10,074 ) Proceeds from issuance of Class B units 300,000 — Proceeds from exercise of warrants 4,296,407 155,060 Proceeds from convertible series A preferred, net of offering costs 4,958,840 — Proceeds from common stock offering, including pre-funded warrants, net of offering costs 5,509,874 8,502,086 Proceeds from issuance of series 3 J-Kiss units 41,457 — Net cash provided by financing activities 21,196,561 14,462,917 Effect of exchange rate on cash 8,453 (6,351 ) Net decrease in cash and restricted cash 5,095,753 (1,323,163 ) Cash and restricted cash at beginning of year 691,497 2,014,660 Cash and restricted cash at end of year $ 5,787,250 $ 691,497 Supplemental Disclosure of cash information: Cash paid for interest $ 1,654,799 $ 563,345 Cash paid for income taxes $ 1,600 $ 1,600 Supplemental Disclosure of Noncash Investing and Financing Activities: Conversion of Notes and accrued interest to common shares $ 8,903,712 $ — Payment of Promissory with Receivable $ 283,578 $ — Issuance of preferred class A units for acquisition $ 166,698 $ — Issuance of common shares in exchange for payment of promissory note $ 277,786 $ — Issuance of Series 3 J-Kiss units in exchange for loan receivable $ 574,503 $ — View source version on businesswire.com : https://www.businesswire.com/news/home/20260331384214/en/ Nuvve Investor Contact [email protected] +1 (619) 483-3448 Nuvve Press Contacts [email protected] +1 (619) 483-3448 Source: Nuvve Holding Corp.

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