GWAV / Greenwave Technology Solutions, Inc. - Pemfailan SEC, Laporan Tahunan, Penyata Proksi

Greenwave Technology Solutions, Inc.

Statistik Asas
LEI 549300WFLNROJHOWDW11
CIK 1589149
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Greenwave Technology Solutions, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
August 26, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 22, 2025 Date of report (date of earliest event reported) Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 22, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

August 26, 2025 EX-99.1

Greenwave Announces Receipt of Additional Delinquency Notice from Nasdaq

Exhibit 99.1 Greenwave Announces Receipt of Additional Delinquency Notice from Nasdaq (Chesapeake, VA) August 26, 2025 – Today, Greenwave Technology Solutions, Inc. (“Greenwave” or the “Company”) (Nasdaq: GWAV), an operator of metal recycling facilities in Virginia, North Carolina, and Ohio, reported that the Company received an additional delinquency notice (the “Notice”) from the Listing Qualifi

August 25, 2025 EX-99.1

Greenwave Announces Reverse Stock Split to Regain Nasdaq Compliance

Exhibit 99.1 Greenwave Announces Reverse Stock Split to Regain Nasdaq Compliance Common stock will begin trading on reverse split-adjusted basis on August 25, 2025 (Chesapeake, VA) August 20, 2025 – Greenwave Technology Solutions, Inc. (“Greenwave” or the “Company”) (Nasdaq: GWAV), an operator of metal recycling facilities in Virginia, North Carolina, and Ohio, today announced that it intends to e

August 25, 2025 EX-3.1

CERTIFICATE OF AMENDMENT THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION GREENWAVE TECHNOLOGY SOLUTIONS, INC.

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. Greenwave Technology Solutions, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: FIRST. The Second Amended and Restated Certificate of

August 25, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 20, 2025 Date of report (date of earliest event reported) Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 20, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

August 15, 2025 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For

August 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 13, 2025 Date of report (date of earliest event reported) Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 13, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

July 24, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit

July 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 10, 2025 Date of report (date of earliest event reported) Greenwave Technology S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 10, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

July 14, 2025 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

May 30, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 23, 2025 Date of report (date of earliest event reported) Greenwave Technology So

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 23, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

May 15, 2025 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For

April 30, 2025 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41452 GREENWAV

April 15, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41452 GREENWAVE TECHNOLOGY SOLUTIO

April 15, 2025 EX-21.1

Subsidiaries of the Registrant

Exhibit 21.1 SUBSIDIAIRES OF GREENWAVE TECHNOLOGY SOLUTIONS INC. Subsidiaries Place of Incorporation Empire Services Inc. Virginia Liverman Metal Recycling, Inc. North Carolina Scrap App, Inc. Delaware Empire Staffing, LLC Delaware Greenwave Elite Sports Facility, Inc. Delaware

April 15, 2025 EX-19.1

Insider Trading Policy

Exhibit 19.1 Greenwave Technology Solutions, Inc. INSIDER TRADING POLICY Dated: August 27, 2018 SUMMARY Greenwave Technology Solutions, Inc. (the “Greenwave” or the “Company”) has adopted formal policies and procedures to prevent insider trading violations by its officers, directors, employees and related individuals. The following summary is presented in question and answer format. The following

March 31, 2025 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q

March 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 March 13, 2025 Date of report (date of earliest event reported) Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 March 13, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

February 14, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 14, 2025 Date of report (date of earliest event reported) Greenwave Technolo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 14, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

February 13, 2025 EX-1

JOINT FILING AGREEMENT February 13, 2025

Exhibit 99.1 JOINT FILING AGREEMENT February 13, 2025 Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Act or any rule or regulation thereunder (including a

February 11, 2025 EX-4.1

Form of Warrant issued to Purchasers

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

February 11, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 10, 2025 Date of report (date of earliest event reported) Greenwave Technolo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 February 10, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

February 11, 2025 EX-4.2

Form of Placement Agent Warrant

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

February 11, 2025 EX-10.1

Form of Securities Purchase Agreement, dated as of February 10, 2025, by and between Greenwave Technology Solutions, Inc. and the Purchasers signatory thereto

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of February 10, 2025, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the term

February 11, 2025 424B5

21,100,000 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(5) Registration No. 333-271324 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) 21,100,000 SHARES OF COMMON STOCK We are offering to certain institutional and accredited investors 21,100,000 shares of our common stock, par value $0.001 per share (“common stock”) in a registered direct offering, at an offering price of $0.3337 per share and accompanying Commo

January 31, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 28, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 28, 2025 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction (Commission (I.

January 13, 2025 EX-10.2

Form of Exchange Agreement, dated as of January 10, 2025, by and between Greenwave Technology Solutions, Inc. and the June Holders signatory thereto

Exhibit 10.2 SECURITIES EXCHANGE AGREEMENT This SECURITIES EXCHANGE AGREEMENT (this “Agreement”) is made effective as of January 10, 2025, by and between Greenwave Technologies, Inc. (the “Issuer”) and the holder identified on the signature pages hereto (the “Holder”), in its capacity as the holder of the Prior Warrants (as defined below). RECITALS WHEREAS, the Holder is the record and beneficial

January 13, 2025 EX-10.3

Form of Voting Agreement, dated as of January 10, 2025, by and between Greenwave Technology Solutions, Inc. and the signatory thereto

Exhibit 10.3 VOTING AGREEMENT VOTING AGREEMENT, dated as of January 10, 2025 (this “Agreement”), by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”) and the stockholder signatory hereto (the “Stockholder”). WHEREAS, the Company has agreed to (i) amend the terms of certain existing warrants issued on March 18, 2024, April 22, 2024, and May 16, 2024, in accord

January 13, 2025 EX-10.1

Form of Securities Purchase Agreement, dated as of January 10, 2025, by and between Greenwave Technology Solutions, Inc. and the Purchasers signatory thereto

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 10, 2025, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms

January 13, 2025 EX-4.2

Form of Placement Agent Warrant

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

January 13, 2025 424B5

7,544,323 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(5) Registration No. 333-271324 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) 7,544,323 SHARES OF COMMON STOCK We are offering to certain institutional and accredited investors 7,544,323 shares of our common stock, par value $0.001 per share (“common stock”) in a registered direct offering, at an offering price of $0.5302 per share and accompanying Common

January 13, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 January 10, 2025 Date of report (date of earliest event reported) Greenwave Technolog

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 January 10, 2025 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

January 13, 2025 EX-4.3

Form of Warrant Amendment entered into with Existing Holders

Exhibit 4.3 January 10, 2025 Holder of Warrants to Purchase Common Stock issued in March 2024, April 2024 and May 2024 Re: Amendment to Existing Warrants Dear Holder: Reference is hereby made to the concurrent registered direct offering on or about the date hereof (the “Offering”) by Greenwave Technology Solutions, Inc. (the “Company”) of its securities. Capitalized terms used but not otherwise de

January 13, 2025 EX-4.1

Form of Warrant issued to Purchasers

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

January 8, 2025 EX-99.1

Greenwave Technology Solutions, Inc. Announces Cancellation of Special Meeting of Stockholders

Exhibit 99.1 Greenwave Technology Solutions, Inc. Announces Cancellation of Special Meeting of Stockholders Chesapeake, VA – January 8, 2025 – Greenwave Technology Solutions, Inc. (Nasdaq: GWAV) (“Greenwave” or the “Company”), announced today that the Company determined to cancel the January 2025 Special Meeting of Stockholders previously scheduled for January 10, 2025. About Greenwave – One of th

January 8, 2025 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 8, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 8, 2025 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction (Commission (I.R

December 5, 2024 SC 13G

GWAV / Greenwave Technology Solutions, Inc. / SEG Opportunity Fund, LLC - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Greenwave Technology Solutions Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 57630J403 (CUSIP Number) December 4, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi

December 2, 2024 EX-99.1

Greenwave Technology Solutions (Nasdaq:GWAV) Secures Ownership of Key Real Estate, Saving $1.7M Annually and Boosting Strategic Opportunities

Exhibit 99.1 Greenwave Technology Solutions (Nasdaq:GWAV) Secures Ownership of Key Real Estate, Saving $1.7M Annually and Boosting Strategic Opportunities December 2, 2024 – Chesapeake, VA – Greenwave Technology Solutions, Inc. (Nasdaq: GWAV) (“Greenwave” or the “Company”), a leading operator of metal recycling facilities across Virginia, North Carolina, and Ohio, has taken a transformative step b

December 2, 2024 EX-4.1

Promissory Note, dated as of December 2, 2024, issued to DWM Properties LLC

Exhibit 4.1 GREENWAVE TECHNOLOGY SOLUTIONS, INC. PROMISSORY NOTE $11,699,916.00 December 2, 2024 FOR VALUE RECEIVED, Greenwave Technology Solutions, Inc., a Delaware corporation (herein called the “Company”), hereby promises to pay to DWM Properties LLC, a Virginia limited liability company (the “Holder”), the principal sum of eleven million six hundred ninety nine thousand nine hundred sixteen do

December 2, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2024 Greenwave Techno

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2024 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other Jurisdiction of Incorporatio

December 2, 2024 EX-10.1

Contract of Sale, dated as of December 2, 2024, by and among, DWM Properties LLC, KPAJ, LLC, Oceana Salvage Properties, L.L.C., as Sellers, and Greenwave Technology Solutions, Inc

Exhibit 10.1 CONTRACT OF SALE among DWM PROPERTIES, LLC, KPAJ, LLC, AND OCEANA SALVAGE PROPERTIES, L.L.C. collectively, as Seller, and GREENWAVE TECHNOLOGY SOLUTIONS, INC., as Purchaser Premises: 22097 Brewers Neck Blvd, Carrollton, Virginia 8952 Richmond Road, Toano, Virginia 1040 Oceana Blvd, Virginia Beach, Virginia (Parcel 2416-42-3779-0000 only) 406 Sandy Street, Fairmont, North Carolina 1576

November 26, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit

November 18, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 Greenwave Techn

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other Jurisdiction of Incorporati

November 18, 2024 EX-3.1

Certificate of Designations, Preferences and Rights of Series A-1 Preferred Stock of Greenwave Technology Solutions, Inc., dated November 13, 2024

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES A-1 PREFERRED STOCK OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. The undersigned, being the Chief Executive Officer of Greenwave Technology Solutions, Inc., a Delaware corporation (the “Corporation”), in accordance with the provisions of the Delaware General Corporation Law, does hereby certify that, pursuant to the authority con

November 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 001-41452 GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Exact n

November 14, 2024 SC 13G/A

MSRT / Massroots Inc / Arena Investors LP - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J106 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

November 14, 2024 SC 13G/A

GWAV / Greenwave Technology Solutions, Inc. / Anson Funds Management LP - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No.

November 14, 2024 SC 13G/A

GWAV / Greenwave Technology Solutions, Inc. / 3i, LP - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J403 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the

November 14, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 000-55431 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 000-55431 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q

November 13, 2024 EX-99.1

Joint Filing Agreement (filed herewith).

EX-99.1 2 ea022108801ex99-1green.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT November 13, 2024 Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16

November 13, 2024 SC 13G/A

GWAV / Greenwave Technology Solutions, Inc. / Reda Joseph - AMENDMENT NO. 4 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 57630J403 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

November 12, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

September 13, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 13, 2024 Greenw

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 13, 2024 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction of in

August 20, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 14, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 14, 2024 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction (Commission (I.R

August 19, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 001-41452 GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Exact name o

August 14, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For

August 2, 2024 424B4

Greenwave Technology Solutions, Inc. 27,612,612 Shares COMMON STOCK

PROSPECTUS Registration No. 333-280924 Filed pursuant to Rule 424(b)(4) Greenwave Technology Solutions, Inc. 27,612,612 Shares COMMON STOCK This prospectus relates to the resale, from time to time, by the selling stockholders named herein (the “Selling Stockholders”) of up to 27,612,612 shares of our common stock, par value $0.001 per share (“common stock”), consisting of: (i) up to an aggregate o

August 1, 2024 424B4

Greenwave Technology Solutions, Inc. 27,612,612 Shares COMMON STOCK

PROSPECTUS Registration No. 333-274293 Filed pursuant to Rule 424(b)(4) Greenwave Technology Solutions, Inc. 27,612,612 Shares COMMON STOCK This prospectus relates to the resale, from time to time, by the selling stockholders named herein (the “Selling Stockholders”) of up to 27,612,612 shares of our common stock, par value $0.001 per share (“common stock”), consisting of: (i) up to an aggregate o

July 30, 2024 CORRESP

GREENWAVE TECHNOLOGY SOLUTIONS, INC. 4016 RAINTREE ROAD, SUITE 300 CHESAPEAKE, VA 23323

GREENWAVE TECHNOLOGY SOLUTIONS, INC. 4016 RAINTREE ROAD, SUITE 300 CHESAPEAKE, VA 23323 July 30, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Greenwave Technology Solutions, Inc. Registration Statement on Form S-3 Filed July 19, 2024 File No. 333-280924 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules a

July 19, 2024 S-3

As filed with the Securities and Exchange Commission on July 19, 2024

As filed with the Securities and Exchange Commission on July 19, 2024 Registration No.

July 19, 2024 EX-10.1

Amendment No. 1 to the Greenwave Technology Solutions, Inc. 2024 Equity Incentive Plan

Exhibit 10.1 AMENDMENT NO. 1 TO THE GREENWAVE TECHNOLOGY SOLUTIONS, INC. 2024 EQUITY INCENTIVE PLAN This Amendment No. 1 to the Greenwave Technology Solutions, Inc. 2024 Incentive Plan (the “Plan”) of Greenwave Technology Solutions, Inc., a Delaware corporation (the “Corporation”), is effective as of July 19, 2024. WHEREAS, the Board of Directors of the Corporation have approved the Amendment No.

July 19, 2024 EX-3.1

Amendment No. 1 to Amended and Restated Bylaws of the Registrant.

Exhibit 3.1 GREENWAVE TECHNOLOGY SOLUTIONS, INC. This Amendment No. 1 (this “Amendment”) to the Amended and Restated By-laws (the “By-laws”) of Greenwave Technology Solutions, Inc., a Delaware corporation (the “Corporation”), is effective as of July 19, 2024. WHEREAS, the Board of Directors of the Corporation have approved this Amendment as set forth below. NOW, THEREFORE, BE IT RESOLVED, the By-l

July 19, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 19, 2024 Date of report (date of earliest event reported) Greenwave Technology S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 19, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

July 19, 2024 EX-FILING FEES

Filing Fee Table*

Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) Greenwave Technology Solutions, Inc.

June 18, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 17, 2024 Date of report (date of earliest event reported) Greenwave Technology S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 17, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

June 18, 2024 SC 13G/A

GWAV / Greenwave Technology Solutions, Inc. / Reda Joseph - AMENDMENT NO. 3 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 57630J403 (CUSIP Number) June 10, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

June 18, 2024 EX-99.1

Joint Filing Agreement (filed herewith).

EX-99.1 2 ea020668802ex99-1green.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT June 18, 2024 Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of t

June 18, 2024 EX-99.1

Greenwave Technology Solutions Regains Full Compliance with Nasdaq Listing Standards

Exhibit 99.1 Greenwave Technology Solutions Regains Full Compliance with Nasdaq Listing Standards (Chesapeake, VA) June 18, 2024 – Greenwave Technology Solutions, Inc. (“Greenwave” or the “Company”) (Nasdaq:GWAV), an operator of metal recycling facilities in Virginia, North Carolina, and Ohio, today announced that on June 17, 2024, the Company received formal notice from The Nasdaq Stock Market LL

June 14, 2024 SC 13G

GWAV / Greenwave Technology Solutions, Inc. / 3i, LP - SC 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J403 (CUSIP Number) June 10, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule

June 12, 2024 424B5

5,044,885 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(5) Registration No. 333-271324 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) 5,044,885 SHARES OF COMMON STOCK We are offering to certain institutional and accredited investors 5,044,885 shares of our common stock, par value $0.001 per share (“common stock”) in a registered direct offering, at an offering price of $3.035 per share and accompanying Common W

June 12, 2024 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO. 1 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 10, 2024 Date of report (date of earliest event reported) Gree

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 AMENDMENT NO.

June 11, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 10, 2024 Date of report (date of earliest event reported) Greenwave Technology S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 June 10, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

June 11, 2024 EX-10.1

Form of Securities Purchase Agreement, dated as of June 10, 2024, by and between Greenwave Technology Solutions, Inc. and the Purchasers signatory thereto

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of June 10, 2024, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms an

June 11, 2024 EX-4.2

Form of Placement Agent Warrant

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

June 11, 2024 EX-4.1

Form of Warrant issued to Purchasers

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

June 3, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit

June 3, 2024 EX-3.1

Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of the Registrant

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. Greenwave Technology Solutions, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: FIRST. The Second Amended and Restated Certificate of

June 3, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other Jurisdiction of Incorporation) (

June 3, 2024 EX-99.1

Greenwave Announces Reverse Stock Split to Regain Nasdaq Compliance Common stock will begin trading on reverse split-adjusted basis on June 3, 2024

Exhibit 99.1 Greenwave Announces Reverse Stock Split to Regain Nasdaq Compliance Common stock will begin trading on reverse split-adjusted basis on June 3, 2024 (Chesapeake, VA) May 29, 2024 – Greenwave Technology Solutions, Inc. (“Greenwave” or the “Company”) (Nasdaq: GWAV), an operator of metal recycling facilities in Virginia, North Carolina, and Ohio, today announced that it intends to effect

June 3, 2024 EX-3.1

Certificate of Elimination relating to the Series D Preferred Stock, dated May 29, 2024

Exhibit 3.1 CERTIFICATE OF ELIMINATION OF SERIES D CONVERTIBLE PREFERRED STOCK OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware) Greenwave Technology Solutions, Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), certifies as follows: FIRST: Resolut

June 3, 2024 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

June 3, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 29, 2024 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other Jurisdiction of Incorporation) (

May 24, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

May 22, 2024 SC 13G/A

GWAV / Greenwave Technology Solutions, Inc. / Reda Joseph - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Shares (Title of Class of Securities) 57630J304 (CUSIP Number) May 20, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

May 20, 2024 EX-10.1

Form of Securities Purchase Agreement between Greenwave Technology Solutions, Inc. and the Purchasers signatory thereto

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 16, 2024, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and

May 20, 2024 10-Q

Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 001-41452 GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Exact name

May 20, 2024 EX-4.1

Form of Warrant issued to Purchasers

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

May 20, 2024 EX-4.2

Form of Financial Advisor Warrant

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

May 20, 2024 424B5

420,596,154 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(5) Registration No. 333-271324 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) 420,596,154 SHARES OF COMMON STOCK We are offering to certain institutional and accredited investors 420,596,154 shares of our common stock, par value $0.001 per share (“common stock”) in a registered direct offering, at an offering price of $0.052 per share and accompanying Comm

May 16, 2024 EX-10.1

Form of Exchange Agreement

Exhibit 10.1 EXCHANGE AGREEMENT This Exchange Agreement (“Agreement”) is entered into as of May 10, 2024 by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and the noteholder whose signature appears on the signature page hereto (“Holder”). WHEREAS, the Company issued to Holder that certain Secured Promissory Note, dated July 31, 2023, in the aggregate prin

May 16, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 10, 2024 Date of report (date of earliest event reported) Greenwave Technology So

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 10, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

May 15, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 000-55431 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 000-55431 NOTIFICATION OF LATE FILING ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For

May 10, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 7, 2024 Date of report (date of earliest event reported) Greenwave Technology Sol

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 7, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

May 9, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 9, 2024 Date of report (date of earliest event reported) Greenwave Technology Sol

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 9, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

May 9, 2024 EX-4.1

Waiver Agreement, dated as of May 9, 2024, by and among Greenwave Technology Solutions, Inc. and the Purchasers party thereto

Exhibit 4.1 WAIVER AGREEMENT This waiver (the “Agreement”) is entered into as of May 9, 2024, by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”) and the purchaser set forth on the signature page hereto (the “Purchaser”), in connection with that certain Purchase Agreement entered into by and among the Company and the Purchaser, dated as of July 31, 2023 (the

May 3, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 3, 2024 Date of report (date of earliest event reported) Greenwave Technology Sol

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 May 3, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

May 3, 2024 EX-4.1

Amendment to Senior Secured Convertible Promissory Note, dated as of May 3, 2024, by and among Greenwave Technology Solutions, Inc. and the Holders party thereto

Exhibit 4.1 AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE This AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (this “Amendment”), dated as of May 3, 2024, is entered into by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and the Holder set forth in the signature pages hereto (the “Holder”) of an Original Note (as defined below). Recital

April 25, 2024 SC 13G/A

GWAV / Greenwave Technology Solutions, Inc. / Reda Joseph - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Shares (Title of Class of Securities) 57630J304 (CUSIP Number) April 22, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

April 23, 2024 424B5

45,058,612 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(5) Registration No. 333-271324 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) 45,058,612 SHARES OF COMMON STOCK We are offering to certain institutional and accredited investors 45,058,612 shares of our common stock, par value $0.001 per share (“common stock”) in a registered direct offering, at an offering price of $0.1167 per share and accompanying Commo

April 22, 2024 EX-10.3

Form of Voting Agreement

Exhibit 10.3 VOTING AGREEMENT VOTING AGREEMENT, dated as of April 22, 2024 (this “Agreement”), by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”) and the stockholder signatory hereto (the “Stockholder”). WHEREAS, the Company has agreed to issue and sell certain shares of its common stock, par value $0.001 per share, in accordance with the terms of that cert

April 22, 2024 EX-10.1

Form of Securities Purchase Agreement between Greenwave Technology Solutions, Inc. and the Purchasers signatory thereto

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April 22, 2024, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms a

April 22, 2024 EX-10.2

Form of Exchange Agreement

Exhibit 10.2 EXCHANGE AGREEMENT This Exchange Agreement (“Agreement”) is entered into as of April 22, 2024 by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and the noteholder whose signature appears on the signature page hereto (“Holder”). WHEREAS, the Company issued to Holder that certain Secured Promissory Note, dated July 31, 2023, in the aggregate pr

April 22, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 April 22, 2024 Date of report (date of earliest event reported) Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 April 22, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

April 22, 2024 EX-4.1

Form of Warrant issued to Purchasers

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

April 22, 2024 EX-4.2

Form of Financial Advisor Warrant

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

April 16, 2024 EX-10.54

Compensation Recovery Policy

Exhibit 10.54 GREENWAVE TECHNOLOGY SOLUTIONS, Inc. COMPENSATION RECOVERY POLICY Effective April 16, 2024 In accordance with Section 10D of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Exchange Act Rule 10D-1, the listing rule of the Nasdaq Capital Market (the “Exchange”) where the securities of Greenwave Technology Solutions, Inc. (the “Company”) are listed, the Company’s

April 16, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41452 GREENWAVE TECHNOLOGY SOLUTIO

April 11, 2024 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit

April 4, 2024 EX-99.1

Greenwave Technology Solutions Regains Compliance with Nasdaq Market Value of Listed Securities Requirement Nasdaq Grants Company 180 Day Extension to Regain Compliance with $1.00 Minimum Bid Price Requirement

Exhibit 99.1 Greenwave Technology Solutions Regains Compliance with Nasdaq Market Value of Listed Securities Requirement Nasdaq Grants Company 180 Day Extension to Regain Compliance with $1.00 Minimum Bid Price Requirement (Chesapeake, VA) April 4, 2024 – Greenwave Technology Solutions, Inc. (“Greenwave” or the “Company”) (Nasdaq: GWAV), a leading operator of metal recycling facilities in Virginia

April 4, 2024 8-K

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 2, 2024 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction of incorpo

April 2, 2024 EX-10.1

Form of Exchange Agreement

Exhibit 10.1 EXCHANGE AGREEMENT This Exchange Agreement (“Agreement”) is entered into as of March , 2024 by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and the noteholder whose signature appears on the signature page hereto (“Holder”). WHEREAS, the Company issued to Holder that certain Secured Promissory Note, dated July 31, 2023, in the aggregate prin

April 2, 2024 EX-3.1

Certificate of Designations, Preferences and Rights of the Series D Convertible Preferred Stock

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES D PREFERRED STOCK OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. The undersigned, being the Chief Executive Officer of Greenwave Technology Solutions, Inc., a Delaware corporation (the “Corporation”), in accordance with the provisions of the Delaware General Corporation Law, does hereby certify that, pursuant to the authority confe

April 2, 2024 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 March 29, 2024 Date of report (date of earliest event reported) Gre

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A Amendment No.

April 1, 2024 EX-3.1

Certificate of Designations, Preferences and Rights of the Series D Convertible Preferred Stock.

Exhibit 3.1 CERTIFICATE OF DESIGNATIONS, PREFERENCES AND RIGHTS OF SERIES D PREFERRED STOCK OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. The undersigned, being the Chief Executive Officer of Greenwave Technology Solutions, Inc., a Delaware corporation (the “Corporation”), in accordance with the provisions of the Delaware General Corporation Law, does hereby certify that, pursuant to the authority confe

April 1, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 March 29, 2024 Date of report (date of earliest event reported) Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 March 29, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

April 1, 2024 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

April 1, 2024 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 001-41452 NOTIFICATION OF LATE FILING ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q

April 1, 2024 EX-10.1

Form of Exchange Agreement

Exhibit 10.1 EXCHANGE AGREEMENT This Exchange Agreement (“Agreement”) is entered into as of March , 2024 by and between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and the noteholder whose signature appears on the signature page hereto (“Holder”). WHEREAS, the Company issued to Holder that certain Secured Promissory Note, dated July 31, 2023, in the aggregate prin

March 25, 2024 SC 13G

GWAV / Greenwave Technology Solutions, Inc. / Reda Joseph - SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Shares (Title of Class of Securities) 57630J304 (CUSIP Number) March 22, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

March 18, 2024 EX-10.1

Form of Inducement Letter

Exhibit 10.1 GREENWAVE TECHNOLOGY SOLUTIONS, INC. 4016 Raintree Rd., Suite 300 Chesapeake, VA 23321 (800) 966-1432 Dated as of March 18, 2024 Re: Inducement Offer to Exercise Common Stock Purchase Warrants Dear Holder of Common Stock Purchase Warrants: Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”) is pleased pursuant to this letter agreement (this “Agreement”) to off

March 18, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 March 18, 2024 Date of report (date of earliest event reported) Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 March 18, 2024 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

March 18, 2024 EX-99.1

Greenwave Technology Solutions Successfully Restructures Debt to Facilitate Continued Growth Company Not Required to Make Cash Payments on Senior Secured Notes until July 31, 2024 Quarterly-Cash Covenants Waived until September 30, 2024 Greenwave’s S

Exhibit 99.1 Greenwave Technology Solutions Successfully Restructures Debt to Facilitate Continued Growth Company Not Required to Make Cash Payments on Senior Secured Notes until July 31, 2024 Quarterly-Cash Covenants Waived until September 30, 2024 Greenwave’s Second American Pulverizer 60x85 Shredder Expected to Double Company’s Ferrous Metal Processing Capacity in the Coming Weeks Company Inten

March 18, 2024 EX-4.1

Form of Inducement Warrant

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

February 14, 2024 SC 13G/A

MSRT / Massroots Inc / Arena Investors LP - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J106 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

February 14, 2024 SC 13G

MSRT / Massroots Inc / Anson Funds Management LP - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No.

February 14, 2024 EX-99.1

JOINT FILING AGREEMENT

EX-99.1 2 d779869dex991.htm EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, $0.001 par value, of Greenwave Technology Solutions, Inc., a Del

November 27, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 21, 2023 Greenwa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 21, 2023 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction of inc

November 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 001-41452 GREENWAVE TECHNOLOGY SOLUTIONS, INC. (f/k/a M

October 13, 2023 8-K

Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 13, 2023 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction (Commission (I.

October 6, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 3, 2023 Greenwave

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 3, 2023 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction of incor

September 12, 2023 424B4

Greenwave Technology Solutions, Inc. 124,238,707 Shares COMMON STOCK

PROSPECTUS Registration No. 333-274293 Filed pursuant to Rule 424(b)(4) Greenwave Technology Solutions, Inc. 124,238,707 Shares COMMON STOCK This prospectus relates to the resale, from time to time, by the selling stockholders named herein (the “Selling Stockholders”) of up to: (i) an aggregate of 114,795,915 shares of our common stock, par value $0.001 per share (“common stock”), issuable upon th

September 11, 2023 CORRESP

Greenwave Technology Solutions, Inc. 4016 Raintree Road, Suite 300 Chesapeake, VA 23323

Greenwave Technology Solutions, Inc. 4016 Raintree Road, Suite 300 Chesapeake, VA 23323 September 11, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Greenwave Technology Solutions, Inc. Registration Statement on Form S-3 File No. 333-274293 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations

August 31, 2023 EX-FILING FEES

Filing Fee Table*

Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) Greenwave Technology Solutions, Inc.

August 31, 2023 S-3

As filed with the Securities and Exchange Commission on August 31, 2023

As filed with the Securities and Exchange Commission on August 31, 2023 Registration No.

August 31, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definit

August 29, 2023 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 29, 2023 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

August 29, 2023 EX-99.1

Shareholder Update dated Autumn 2023

Exhibit 99.1

August 22, 2023 EX-4.2

Form of Placement Agent Warrant, dated August 2023

Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

August 22, 2023 EX-99.1

Greenwave Technology Solutions Announces $3.2 Million Registered Direct Offering Priced Above Market Company to use funds for expansion and accretive acquisitions

Exhibit 99.1 Greenwave Technology Solutions Announces $3.2 Million Registered Direct Offering Priced Above Market Company to use funds for expansion and accretive acquisitions (Chesapeake, VA) August 21, 2023 – Greenwave Technology Solutions, Inc. (“Greenwave” or the “Company”) (NASDAQ: GWAV), a leading operator of metal recycling facilities in Virginia, North Carolina and Cleveland, Ohio, is plea

August 22, 2023 424B5

2,511,166 SHARES OF COMMON STOCK

Filed Pursuant to Rule 424(b)(5) Registration No. 333-271324 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2023) 2,511,166 SHARES OF COMMON STOCK We are offering to certain institutional and accredited investors 2,511,166 shares of our common stock, par value $0.001 per share (“common stock”), at an offering price of $1.27 per share. In a concurrent private placement, we are also selling to

August 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 21, 2023 Date of report (date of earliest event reported) Greenwave Technology

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 August 21, 2023 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

August 22, 2023 EX-4.1

Form of Warrant issued to Purchasers, dated August 2023

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

August 22, 2023 EX-10.1

Form of Securities Purchase Agreement between Greenwave Technology Solutions, Inc. and the Purchasers signatory thereto

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 21, 2023, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms

August 21, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definit

August 14, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 001-41452 GREENWAVE TECHNOLOGY SOLUTIONS, INC. (f/k/a MassRo

August 10, 2023 EX-99.1

Greenwave Appoints Henry Sicignano III and Jason Adelman to Board of Directors Former CEO of 22nd Century Group and current President of Charlie’s Holdings, Henry Sicignano III is a seasoned public company executive with substantial expertise in comp

Exhibit 99.1 Greenwave Appoints Henry Sicignano III and Jason Adelman to Board of Directors Former CEO of 22nd Century Group and current President of Charlie’s Holdings, Henry Sicignano III is a seasoned public company executive with substantial expertise in competitive strategy and regulatory affairs. Jason Adelman has significant experience in corporate governance, mergers and acquisition adviso

August 10, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 7, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 7, 2023 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission (I.R.

August 3, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 28, 2023 Date of report (date of earliest event reported) Greenwave Technology S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 July 28, 2023 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

August 3, 2023 EX-99.1

Greenwave Technology Solutions, Inc. Shareholder Update Company’s downstream processing system has commenced operations and is on track to generate in excess of $1,000,000 per month in revenue with 80%+ margins by the end of 2023. Greenwave expects t

Exhibit 99.1 Greenwave Technology Solutions, Inc. Shareholder Update Company’s downstream processing system has commenced operations and is on track to generate in excess of $1,000,000 per month in revenue with 80%+ margins by the end of 2023. Greenwave expects to generate positive cashflows from operations and positive EBITDA for the year ending December 31, 2023. Second automotive shredder expec

August 3, 2023 EX-10.4

Bill of Sale, dated July 31, 2023, by and between Greenwave Technology Solutions, Inc. and DWM Properties LLC

Exhibit 10.4 Bill of Sale This Bill of Sale is entered into on July 31, 2023 by DWM Properties LLC, a Virginia limited liability company (“Seller”), and Greenwave Technology Solutions, Inc., a Delaware corporation (“Buyer”). 1. Conveyance. For good and valuable consideration of a promissory note issued to Seller in a principal amount equal to seventeen million two hundred eighteen thousand three h

August 3, 2023 EX-10.1

Purchase Agreement, dated July 31, 2023, by and between Greenwave Technology Solutions, Inc. and the parties thereto

Exhibit 10.1 Execution version PURCHASE AGREEMENT This PURCHASE AGREEMENT (the “Agreement”), dated as of July 31, 2023, is by and among Greenwave Technology Solutions, Inc., a Delaware corporation with offices located at 4016 Raintree Rd, Ste 300, Chesapeake, VA 23321 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collective

August 3, 2023 EX-10.3

Registration Rights Agreement, dated July 31, 2023, by and between Greenwave Technology Solutions, Inc. and the parties thereto

Exhibit 10.3 Execution Version REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 31, 2023, is by and among Greenwave Technology Solutions, Inc., a Delaware corporation with offices located at 4016 Raintree Rd, Ste 300, Chesapeake, VA 23321 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”). RECITALS A. I

August 3, 2023 EX-4.1

Form of Warrant dated July 2023

EXHIBIT 4.1 Execution Version [FORM OF WARRANT] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE EXERCISABLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EF

August 3, 2023 EX-10.2

Security Agreement, dated July 31, 2023, by and between Greenwave Technology Solutions, Inc. and the parties thereto

Exhibit 10.2 EXECUTION VERSION SECURITY AGREEMENT This SECURITY AGREEMENT, dated as of July 31, 2023 (this “Agreement”), is among Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), all of the Subsidiaries of the Company (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), the holders of the Company’s Senior Secured Convertible Notes due twe

August 3, 2023 EX-4.2

Form of Senior Note dated July 2023

Exhibit 4.2 Execution Version [FORM OF SENIOR SECURED CONVERTIBLE NOTE] NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN

August 3, 2023 EX-4.3

Form of Secured Promissory Note dated July 31, 2023. Issued to DWM Properties LLC

Exhibit 4.3 SECURED PROMISSORY NOTE $17,218,350 July 31, 2023 FOR VALUE RECEIVED, the undersigned, GREENWAVE TECHNOLOGY SOLUTIONS, INC., a Delaware corporation (the “Borrower”), hereby promises to pay to DWM PROPERTIES LLC, A Virginia limited liability company (together with his/her successors or assigns, the “Lender”), at such place as the Lender may specify from time to time, in lawful money of

August 3, 2023 EX-3.1

Certificate of Elimination relating to the Series Z Preferred Stock

Exhibit 3.1 CERTIFICATE OF ELIMINATION OF SERIES Z CONVERTIBLE PREFERRED STOCK OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware) Greenwave Technology Solutions, Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), certifies as follows: FIRST: Resolut

July 18, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 12, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 12, 2023 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction (Commission (I.R.S

May 22, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 17, 2023 Greenwave Te

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 17, 2023 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-41452 46-2612944 (State or other jurisdiction of incorpor

May 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 000-55431 GREENWAVE TECHNOLOGY SOLUTIONS, INC. (f

May 3, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2023 Greenwave Technolo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2023 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission (I.R.

April 26, 2023 EX-4.1

Form of Indenture*

Exhibit 4.1 INDENTURE Dated as of , 20 Between Greenwave Technology Solutions, Inc. as Issuer And [], as Trustee Debt Securities TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INCORPORATION BY REFERENCE 1 SECTION 1.01. Definitions 1 SECTION 1.02. Other Definitions 3 SECTION 1.03 Incorporation by Reference of Trust Indenture Act 3 SECTION 1.04 Rules of Construction 4 ARTICLE II THE SECURITIES 4 S

April 26, 2023 CORRESP

Greenwave Technology Solutions, Inc. 4016 Raintree Road, Suite 300 Chesapeake, VA 23323

Greenwave Technology Solutions, Inc. 4016 Raintree Road, Suite 300 Chesapeake, VA 23323 April 26, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Greenwave Technology Solutions, Inc. Registration Statement on Form S-3 File No. 333-271324 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations unde

April 26, 2023 S-3/A

As filed with the Securities and Exchange Commission on April 26, 2023

As filed with the Securities and Exchange Commission on April 26, 2023 Registration No.

April 24, 2023 LETTER

LETTER

United States securities and exchange commission logo April 24, 2023 Danny Meeks Chief Executive Officer Greenwave Technology Solutions, Inc.

April 18, 2023 S-3

Registration Statement on Form S-3 of Greenwave Technology Solutions, Inc. (File No. 333-271324)

As filed with the Securities and Exchange Commission on April 18, 2023 Registration No.

April 18, 2023 EX-FILING FEES

Filing Fee Table**

EXHIBIT 107 Calculation of Filing Fee Tables S-3 (Form Type) GREENWAVE TECHNOLOGY SOLUTIONS, INC.

April 13, 2023 CORRESP

Greenwave Technology Solutions, Inc. 4016 Raintree Road, Suite 300 Chesapeake, VA 23323

Greenwave Technology Solutions, Inc. 4016 Raintree Road, Suite 300 Chesapeake, VA 23323 April 13, 2023 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Greenwave Technology Solutions, Inc. Registration Statement on Form S-1 File No. 333-269089 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations unde

April 13, 2023 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41452 GREENWAV

April 4, 2023 EX-FILING FEES

Filing Fee Table

Exhibit 107 CALCULATION OF REGISTRATION FEE FORM S-1 (Form Type) GREENWAVE TECHNOLOGY SOLUTIONS, INC.

April 4, 2023 S-1/A

As filed with the Securities and Exchange Commission on April 4, 2023

As filed with the Securities and Exchange Commission on April 4, 2023 Registration No.

March 31, 2023 EX-21.1

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries of Greenwave Technology Solutions, Inc. Empire Services, Inc. Liverman Metal Recycling, Inc. Empire Staffing, LLC Greenwave Elite Sports Facility, Inc.

March 31, 2023 EX-4.2

Exhibit 4.2

Exhibit 4.2 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT General Greenwave Technology Solutions, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) – our common stock, which is listed on The Nasdaq Stock Market, LLC under the symbol “GWAV.” References herein to “we,” “us,

March 31, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-55431 GREENWAVE TECHNOLOGY SOLUTIO

February 14, 2023 SC 13G/A

MSRT / MassRoots Inc / Arena Investors LP - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J106 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

February 9, 2023 SC 13G/A

US57630J3041 / GREENWAVE TECHNOLOGY SOLUTIONS INC / Hudson Bay Capital Management LP - GWAV 13GA Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J304 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

January 6, 2023 LETTER

LETTER

United States securities and exchange commission logo January 6, 2023 Danny Meeks Chief Executive Officer Greenwave Technology Solutions, Inc.

January 6, 2023 DEL AM

January 6, 2023

January 6, 2023 By EDGAR Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7010 Re: Greenwave Technology Solutions, Inc. Registration Statement on Form S-1 (File No. 333-269089) Ladies and Gentlemen: Reference is made to the Registration Statement on Form S-1 (File No. 333-269089) filed by Greenwave Technology Solutions, Inc. on December 30, 2022 (the “Registration State

December 30, 2022 S-1

As filed with the Securities and Exchange Commission on December 30, 2022

As filed with the Securities and Exchange Commission on December 30, 2022 Registration No.

December 30, 2022 EX-21.1

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries of Greenwave Technology Solutions, Inc. Empire Services, Inc. Liverman Metal Recycling, Inc. Empire Staffing, LLC Greenwave Elite Sports Facility, Inc.

December 30, 2022 EX-FILING FEES

Filing Fee Table

Exhibit 107 CALCULATION OF REGISTRATION FEE FORM S-1 (Form Type) GREENWAVE TECHNOLOGY SOLUTIONS, INC.

November 29, 2022 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 29, 2022

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 29, 2022 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission (I

November 29, 2022 EX-3.1

Amended and Restated Bylaws of the Registrant.

Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. ARTICLE I Offices Section 1.01 Registered Office. The registered office of Greenwave Technology Solutions, Inc. (the “Corporation”) will be fixed in the Certificate of Incorporation of the Corporation (as amended, restated, amended and restated or otherwise modified from time to time, the “Certificate of Incorporation

November 14, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 000-55431 GREENWAVE TECHNOLOGY SOLUTIONS, INC

October 11, 2022 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State

September 30, 2022 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

PRE 14A 1 formpre14a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

September 16, 2022 EX-1.1

Form of Waiver Agreement

EX-1.1 2 ex1-1.htm Exhibit 1.1 WAIVER AGREEMENT This Waiver Agreement, dated as of September , 2022 (this “Agreement”), is entered into by and among Greenwave Technology Solutions, Inc. (“Borrower”) and the Holder identified on the signature page hereto (the “Holder”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Notes (defined below). RECITAL

September 16, 2022 EX-4.1

Form of LD Warrant

Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

September 16, 2022 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 12, 2022 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission F

August 25, 2022 RW

GREENWAVE TECHNOLOGY SOLUTIONS, INC. 277 Suburban Drive Suffolk, Virginia 23434 August 25, 2022

RW 1 formrw.htm GREENWAVE TECHNOLOGY SOLUTIONS, INC. 277 Suburban Drive Suffolk, Virginia 23434 August 25, 2022 Via Edgar Ms. Cara Wirth Ms. Jennifer López Molina Securities and Exchange Commission Division of Corporate Finance Office of Trade & Services 100 F Street, N.E. Washington, D.C. 20549 Re: Greenwave Technology Solutions, Inc. Withdrawal of Registration Statement on Form S-3 Filed August

August 19, 2022 SC 13G

MSRT / MassRoots Inc / Arena Investors LP - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J106 (CUSIP Number) November 29, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d

August 19, 2022 EX-99.1

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Common Stock, $0.

August 10, 2022 EX-10.1

First Amendment to Employment Agreement by and between the Company and Danny Meeks dated April 11, 2022

Exhibit 10.1 FIRST AMENDMENT TO EMPLOYMENT AGREEMENT THIS FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT (this ?Amendment?), is entered into as of April 11, 2022, by and between Greenwave Technology Solutions, Inc. (the ?Company?), and Danny Meeks (the ?Employee?, and together with the Company, the ?Parties?, and each, a ?Party?). R E C I T A L S WHEREAS, the Parties entered into that certain Employm

August 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 000-55431 GREENWAVE TECHNOLOGY SOLUTIONS, INC. (f/

August 1, 2022 EX-FILING FEES

Calculation of Filing Fee Tables (Form Type) GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Exact name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES 4 ex107.htm EXHIBIT 107 Calculation of Filing Fee Tables S-3 (Form Type) GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Exact name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Title of Each Class of Securities to be Registered Amount to be Registered Proposed Offering Price Per Share Proposed Aggregate Offering Price (1)(2) Amount of Regis

August 1, 2022 S-3

As filed with the Securities and Exchange Commission on August 1, 2022

S-3 1 forms-3.htm As filed with the Securities and Exchange Commission on August 1, 2022 Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organiz

July 22, 2022 EX-99.1

Greenwave to Begin Trading on NASDAQ at Market Open on Friday, July 22, 2022 The Company operates 11 metal recycling facilities in Virginia and North Carolina, generating record revenues of $10.70 million during the quarter ended June 30, 2022, and i

EX-99.1 2 ex99-1.htm Exhibit 99.1 Greenwave to Begin Trading on NASDAQ at Market Open on Friday, July 22, 2022 The Company operates 11 metal recycling facilities in Virginia and North Carolina, generating record revenues of $10.70 million during the quarter ended June 30, 2022, and is positioned for rapid expansion (Chesapeake, VA) July 21, 2022 – Greenwave Technology Solutions, Inc. (“Greenwave”

July 22, 2022 8-K

Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 21, 2022 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission (I.R.S

July 21, 2022 8-A12B

Form 8-A

United States Securities and Exchange Commission Washington, D.C. 20549 FORM 8-A For registration of certain classes of securities pursuant to section 12(b) or (g) of the Securities Exchange Act of 1934 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 46-2612944 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Ident

July 12, 2022 8-K/A

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 29, 2021 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdict

May 26, 2022 8-K

Other Events, Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 26, 2022 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission File Nu

May 26, 2022 EX-99.1

Shareholder Update Brochure dated Summer 2022

Exhibit 99.1

May 19, 2022 EX-99.2

Corporate Overview dated May 16, 2022

Exhibit 99.2

May 19, 2022 EX-99.1

Greenwave Reports Record Revenues of $9.92 Million in Q1 2022 The Company generated positive cashflows from operating activities and eliminated $44 million in derivative liabilities during the first quarter of 2022

Exhibit 99.1 Greenwave Reports Record Revenues of $9.92 Million in Q1 2022 The Company generated positive cashflows from operating activities and eliminated $44 million in derivative liabilities during the first quarter of 2022 (Norfolk, VA) May 16, 2022 ? Greenwave Technology Solutions, Inc. (?Greenwave? or the ?Company?) (OTCPink:GWAV) is pleased to report that it generated revenues of $9.92 mil

May 19, 2022 8-K

Other Events, Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 16, 2022 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission (I.R.S.

May 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 000-55431 GREENWAVE TECHNOLOGY SOLUTIONS, INC. (f

May 5, 2022 424B4

15,238,461 Shares of Common Stock

Filed Pursuant to Rule 424(b)(4) Registration No. 333-261771 PROSPECTUS 15,238,461 Shares of Common Stock This prospectus relates to the sale or other disposition from time to time by the selling stockholders of Greenwave Technology Solutions, Inc., a Delaware corporation (f/k/a MassRoots, Inc.) (the “Company”) identified in this prospectus of up to 15,238,461 shares of our common stock, par value

May 2, 2022 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-55431 GREENWAVE

April 28, 2022 CORRESP

VIA EDGAR

April 28, 2022 VIA EDGAR Mr. Donald Field Ms. Mara Ransom Securities and Exchange Commission Division of Corporation Finance 100 F Street, NE Washington, D.C. 20549 Re: Greenwave Technology Solutions, Inc. Registration Statement on Form S-1, File No. 333-261771 Dear Mr. Field and Ms. Ransom: Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended (the

April 20, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 18, 2022 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission (I.R.

April 20, 2022 EX-99.1

Greenwave Appoints Three Independent Directors The Company expects to submit its application to uplist to a national exchange imminently

Exhibit 99.1 Greenwave Appoints Three Independent Directors The Company expects to submit its application to uplist to a national exchange imminently (Norfolk, VA) April 20, 2022 ? Greenwave Technology Solutions, Inc. (?Greenwave? or the ?Company?) (OTCPink:GWAV) is pleased to report that it has appointed three independent members to its Board of Directors as well as its Audit, Compensation, and N

April 20, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 18, 2022 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction (Commission (I.R.

April 18, 2022 EX-21.1

List of Subsidiaries

Exhibit 21.1 List of Subsidiaries of Greenwave Technology Solutions, Inc. Empire Services, Inc. Liverman Metal Recycling, Inc.

April 18, 2022 CORRESP

April 18, 2022

M. ALI PANJWANI Partner DIRECT TEL: 212-326-0820 FAX: 212-326-0806 [email protected] April 18, 2022 Via Edgar Mr. Donald Field Ms. Mara Ransom Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Greenwave Technology Solutions, Inc. Amendment No. 1 to Registration Statement on Form S-1 Filed January 12, 2022 File No. 333-261771

April 18, 2022 EX-FILING FEES

Filing Fee Table

EX-FILING FEES 9 ex107.htm EXHIBIT 107 Calculation of Filing Fee Tables S-1 (Form Type) GREENWAVE TECHNOLOGY SOLUTIONS, INC. (f/k/a MassRoots, Inc.) (Exact name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Title of Each Class of Securities to be Registered(1) Amount to be Registered Proposed Maximum Offering Price Per Share(2) Proposed Maximum A

April 18, 2022 S-1/A

As filed with the Securities and Exchange Commission on April 18, 2022

As filed with the Securities and Exchange Commission on April 18, 2022 Registration No.

April 14, 2022 EX-21.1

List of Subsidiaries

EX-21.1 3 ex21-1.htm Exhibit 21.1 List of Subsidiaries of Greenwave Technology Solutions, Inc. Empire Services, Inc. Liverman Metal Recycling, Inc.

April 14, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-55431 GREENWAVE TECHNOLOGY SOLUTIO

April 14, 2022 EX-4.2

Description of Registrant’s Securities (included herewith)

Exhibit 4.2 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT General Greenwave Technology Solutions, Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?) ? our common stock, which is listed on the Tier of the OTC Markets under the symbol ?GWAV.? References herein to ?we,? ?us,?

March 31, 2022 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 000-55431 NOTIFICATION OF LATE FILING

NT 10-K 1 formnt10k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 Commission File Number: 000-55431 NOTIFICATION OF LATE FILING ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transit

February 25, 2022 EX-99.1

Greenwave Technology Solutions To Effect Share Consolidation to Meet Nasdaq Share Price Listing Requirement Fully-funded after closing a $37.7 million offering, Greenwave intends to rapidly expand its footprint of metal recycling facilities, aggressi

Exhibit 99.1 Greenwave Technology Solutions To Effect Share Consolidation to Meet Nasdaq Share Price Listing Requirement Fully-funded after closing a $37.7 million offering, Greenwave intends to rapidly expand its footprint of metal recycling facilities, aggressively grow its revenues, and create significant shareholder value this year (Norfolk, VA) February 25, 2022 ? Greenwave Technology Solutio

February 25, 2022 EX-3.2

Certificate of Amendment to Certificate of Incorporation of Greenwave Technology Solutions, Inc.

Exhibit 3.2 CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. Greenwave Technology Solutions, Inc. (the ?Corporation?), a corporation organized and existing under the General Corporation Law of the State of Delaware (the ?DGCL?), does hereby certify as follows: FIRST: The name of this corporation is Greenwave Technology Solutions, Inc. SECOND: The dat

February 25, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 October 19, 2021 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

February 25, 2022 EX-3.1

Certificate of Amendment to Certificate of Incorporation of MassRoots, Inc.

Exhibit 3.1

February 15, 2022 SC 13D

MSRT / MassRoots Inc / Meeks Danny Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J106 (CUSIP Number) Danny Meeks, c/o Greenwave Technology Solutions, Inc., 277 Suburban Drive, Suffolk, VA 23434, (757) 966-

February 4, 2022 SC 13G/A

MSRT / MassRoots Inc / Cavalry Fund I LP Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Greenwave Technology Solutions, Inc. (f/k/a MassRoots, Inc.) (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropr

February 3, 2022 SC 13G/A

MSRT / MassRoots Inc / Hudson Bay Capital Management LP - MSRT 13GA Passive Investment

SC 13G/A 1 msrt13ga.htm MSRT 13GA SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Greenwave Technology Solutions, Inc. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 57630J106 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the a

January 20, 2022 LETTER

LETTER

United States securities and exchange commission logo January 20, 2022 Danny Meeks Chief Executive Officer Greenwave Technology Solutions, Inc.

January 12, 2022 EX-21.1

List of Subsidiaries

Exhibit 21.1 Subsidiaries of Greenwave Technology Solutions, Inc. Subsidiary Jurisdiction Liverman Metal Recycling, Inc. North Carolina Empire Services, Inc. Virginia

January 12, 2022 CORRESP

January 12, 2022

CORRESP 1 filename1.htm M. ALI PANJWANI Partner DIRECT TEL: 212-326-0820 FAX: 212-326-0806 [email protected] January 12, 2022 Via Edgar Mr. Donald Field Ms. Mara Ransom Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Greenwave Technology Solutions, Inc. Registration Statement on Form S-1 Filed December 20, 2021 File No. 333

January 12, 2022 S-1/A

As filed with the Securities and Exchange Commission on January 12, 2022

As filed with the Securities and Exchange Commission on January 12, 2022 Registration No.

January 7, 2022 LETTER

LETTER

United States securities and exchange commission logo January 7, 2022 Danny Meeks Chief Executive Officer Greenwave Technology Solutions, Inc.

December 20, 2021 EX-21.1

List of Subsidiaries

Exhibit 21.1 Subsidiaries of Greenwave Technology Solutions, Inc. Subsidiary Jurisdiction MassRoots Blockchain Technologies, Inc. Delaware Odava, Inc. Delaware DDDigtal LLC Colorado MassRoots Supply Chain, Inc. Delaware Liverman Metal Recycling, Inc. North Carolina Empire Services, Inc. Virginia

December 20, 2021 S-1

As filed with the Securities and Exchange Commission on December 20, 2021

As filed with the Securities and Exchange Commission on December 20, 2021 Registration No.

December 20, 2021 EX-3.14

Certificate of Elimination of Series C Convertible Preferred Stock of Greenwave Technology Solutions, Inc.

Exhibit 3.14 CERTIFICATE OF ELIMINATION OF SERIES C CONVERTIBLE PREFERRED STOCK OF GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Pursuant to Section 151(g) of the General Corporation Law of the State of Delaware) Greenwave Technology Solutions, Inc., a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the ?Corporation?), certifies as follows: FIRST: Resolu

December 17, 2021 EX-3.1

Certificate of Elimination of Series C Convertible Preferred Stock of Greenwave Technology Solutions, Inc.

Exhibit 3.1

December 17, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 December 16, 2021 Date of report (date of earliest event reported) Greenwave Technology Solutions, Inc.

December 16, 2021 EX-99.2

EMPIRE SERVICES, INC. FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 EMPIRE SERVICES, INC. NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020

Exhibit 99.2 EMPIRE SERVICES, INC. FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 EMPIRE SERVICES, INC. NINE MONTHS ENDED SEPTEMBER 30, 2021 AND 2020 INDEX Page FINANCIAL STATEMENTS Condensed Consolidated Balance Sheets (Unaudited) 1 Condensed Consolidated Statements of Operations (Unaudited) 2 Condensed Consolidated Statements of Shareholder?s Deficit (Unaudited) 3 Con

December 16, 2021 EX-99.1

EMPIRE SERVICES, INC. FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 EMPIRE SERVICES, INC. YEARS ENDED DECEMBER 31, 2020 AND 2019 I N D E X

Exhibit 99.1 EMPIRE SERVICES, INC. FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2020 AND 2019 EMPIRE SERVICES, INC. YEARS ENDED DECEMBER 31, 2020 AND 2019 I N D E X Page REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 1 FINANCIAL STATEMENTS Consolidated Balance Sheets 3 Consolidated Statements of Operations 4 Consolidated Statements of Shareholder?s Deficit 5 Consolidated Statemen

December 16, 2021 8-K/A

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 30, 2021 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction of incorpor

December 16, 2021 EX-99.3

GREENWAVE TECHNOLOGY SOLUTIONS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION AS OF DECEMBER 31, 2020 AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 Pro Forma Condensed Combined Financial Statements

EXHIBIT 99.3 GREENWAVE TECHNOLOGY SOLUTIONS, INC. UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION AS OF DECEMBER 31, 2020 AND FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2021 Pro Forma Condensed Combined Financial Statements On September 30, 2021, Greenwave Technology Solutions, Inc. (the ?Company? or ?Greenwave?) formerly known as MassRoots, Inc. entered into an agreement and plan of mer

December 7, 2021 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission File Number 000-55431 GREENWAVE TECHNOL

December 7, 2021 EX-3.1

Certificate of Amendment to Certificate of Incorporation (name change).

Exhibit 3.1 State of Delaware Secretary of State Division of Corporations Delivered 09:07 AM 10/19/2021 FILED 09:07 AM 10/19/2021 SR 20213546492 - File Number 5325528 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF MASSROOTS, INC. MASSROOTS, INC., a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware (the ?Cor

December 7, 2021 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2021 Greenwave Technology Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 000-55431 46-2612944 (State or other jurisdiction of incorporatio

December 7, 2021 EX-10.2

Settlement Agreement, dated September 30, 2021

Exhibit 10.2 SETTLEMENT AGREEMENT This settlement agreement (hereinafter, the ?Settlement Agreement?) is entered into as of September 30, 2021 between Iroquois Master Fund Ltd., (?Iroquois?), on the one hand, and MassRoots, Inc. (?MassRoots?), Isaac Dietrich (?Dietrich), Danny Meeks (?Meeks?) and Empire Services, Inc. (?Empire?) (collectively, ?Respondents?) on the other, with reference to the fol

December 6, 2021 EX-4.2

Form of Senior Note

EX-4.2 3 ea151767ex4-2massrootsinc.htm FORM OF SENIOR NOTE Exhibit 4.2 [FORM OF SENIOR SECURED CONVERTIBLE NOTE] NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAS BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “S

December 6, 2021 EX-4.1

Form of Warrant

Exhibit 4.1 EXHIBIT C NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTI

December 6, 2021 EX-10.1

Securities Purchase Agreement, dated November 29, 2021, by and between MassRoots, Inc. and the parties thereto

EX-10.1 4 ea151767ex10-1massrootsinc.htm SECURITIES PURCHASE AGREEMENT, DATED NOVEMBER 29, 2021, BY AND BETWEEN MASSROOTS, INC. AND THE PARTIES THERETO Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2021, between Greenwave Technology Solutions, Inc., a Delaware corporation (the “Company”), each purchaser identified on th

December 6, 2021 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 November 29, 2021 Date of report (date of earliest event reported) MassRoots, Inc.

December 6, 2021 EX-10.2

Pledge and Security Agreement, dated November 30, 2021, by and between MassRoots, Inc. and the parties thereto

EX-10.2 5 ea151767ex10-2massrootsinc.htm PLEDGE AND SECURITY AGREEMENT, DATED NOVEMBER 30, 2021, BY AND BETWEEN MASSROOTS, INC. AND THE PARTIES THERETO Exhibit 10.2 PLEDGE AND SECURITY AGREEMENT PLEDGE AND SECURITY AGREEMENT, dated as of November 30, 2021 (this “Agreement”), made by Greenwave Technology Solutions, Inc. (f/k/a MassRoots Inc.), a Delaware corporation (the “Company”), and each subsid

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