0001836875-24-000108 | 10-Q | XBRL Viewer

Inventories

9 Months Ended

Sep. 30, 2024

The following table summarizes the Company’s inventories balance by category:


	September 30, 2024		December 31, 2023
DC Chargers	$	5,024,500	$	5,275,934
AC Chargers	490,629		236,316

Component parts and Carbon Credit	143,612		377,203
Total	$	5,658,741	$	5,889,453

Leases - Lessor (Details) - USD ($)	3 Months Ended		9 Months Ended
Leases - Lessor (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Feb. 28, 2022
Lessee, Lease, Description [Line Items]
Investment in leases	$ 104,186		$ 104,186		$ 112,255
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration]			Total revenue
Master Services Agreement
Lessee, Lease, Description [Line Items]
Lease term (in years)						10 years
Lease income	1,138	$ 0	$ 3,415	$ 24,027
Interest income	4,823	3,797	13,802	10,228
Total lease income	$ 5,961	$ 3,797	$ 17,217	$ 34,255

- Definition

Amount of operating interest income, including, but not limited to, amortization and accretion of premiums and discounts on securities.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(1)(e))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 3: http://www.xbrl.org/2003/role/exampleRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 48
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482785/280-10-55-48

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
-Section S99
-Paragraph 6
-Subparagraph (SX 210.12-14(Column E)(1))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477271/946-320-S99-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
-Section S99
-Paragraph 6
-Subparagraph (SX 210.12-14(Column E)(Footnote 4))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477271/946-320-S99-6

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 55
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479168/946-830-55-10

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Topic 946
-SubTopic 830
-Name Accounting Standards Codification
-Section 45
-Paragraph 39
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477346/946-830-45-39

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07(1)(b))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479134/946-220-S99-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
-Section S99
-Paragraph 6
-Subparagraph (SX 210.12-14(Column E)(Footnote 6)(a))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477271/946-320-S99-6

+ Details

Leases

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Leases

The Company has entered into leases for commercial office spaces and vehicles. These leases are not unilaterally cancellable by the Company, are legally enforceable, and specify fixed or minimum amounts. The leases expire at various dates through 2031 and provide for renewal options. In the normal course of business, it is expected that these leases will be renewed or replaced by leases on other properties.

The leases provide for increases in future minimum annual rental payments based on defined increases in the Consumer Price Index, subject to certain minimum increases. Also, the agreements generally require the Company to pay real estate taxes, insurance, and repairs.

Supplemental unaudited condensed consolidated balance sheet information related to leases is as follows:


	Classification	September 30, 2024		December 31, 2023

Operating lease assets	Right-of-use operating lease assets	$	4,624,783	4,839,526
Finance lease assets	Property, plant and equipment, net	8,636		13,154
Total lease assets		$	4,633,420	$	4,852,680

Operating lease liabilities - current	Operating lease liabilities - current	$	971,631	856,250
Operating lease liabilities - noncurrent	Operating lease liabilities - noncurrent	4,391,413		4,646,383
Finance lease liabilities - current	Other liabilities - current	7,279		7,391
Finance lease liabilities - noncurrent	Other long-term liabilities	3,158		7,764
Total lease liabilities		$	5,373,481	$	5,517,788

The components of lease expense are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023

Operating lease expense	Selling, general and administrative	$	232,255	$	228,633	$	689,503	$	685,900
Finance lease expense:
Amortization of finance lease assets	Selling, general and administrative	1,370		1,414		3,917		4,242
Interest on finance lease liabilities	Interest (expense) income, net	314		424		992		1,373
Total lease expense		$	233,938	$	230,471	$	694,412	$	691,515


	Operating Lease		Finance Lease
Maturities of lease liabilities are as follows:	September 30, 2024		September 30, 2024
2024	$	304,059	$	1,820
2025	951,350		7,279
2026	981,717		1,820
2027	987,955		—
2028	937,727		—
Thereafter	2,860,827		—
Total lease payments	7,023,635		10,919
Less: interest	(1,660,592)		(481)
Total lease obligations	$	5,363,043	$	10,438

Lease term and discount rate:


	September 30, 2024	December 31, 2023
Weighted-average remaining lease terms (in years):
Operating lease	7.0	7.8
Finance lease	1.5	2.5

Weighted-average discount rate:
Operating lease	7.8%	7.8%
Finance lease	7.8%	7.8%

Other Information:


	Nine Months Ended September 30,		Nine Months Ended September 30,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows - operating leases	$	223,892	$	355,133
Operating cash flows - finance leases	$	5,459	$	8,507
Financing cash flows - finance leases	$	7,816	$	5,375

Leased assets obtained in exchange for new finance lease liabilities	$	8,636	$	14,001
Leased assets obtained in exchange for new operating lease liabilities	$	—	$	—

Sublease

In April 2022, the Company entered into a sublease agreement with certain local San Diego companies to sublease a portion of the Company's 4,811 square foot expansion. The term of the sublease is six months to twelve months with fixed base rental income ranging from $2,250 to $14,500 per month. The sublease has no option for renewal or extension at the end of the sublease term.

Sublease income are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023

Sublease lease income	Other, net	$	86,675	$	134,402	$	300,054	$	366,087

Lessor

In February 2022, the Company entered into a 10 year master services agreement ("MSA") with a certain school district for FaaS to electrify their school bus fleet. A statement of work (“SOW”) for engineering, procurement and construction ("EPC") was also executed in conjunction with the MSA. As part of this SOW, the Company will provide electric vehicle supply equipment ("EVSE") and related warranties, infrastructure engineering and construction, installation of EVSE, and subscription services to Nuvve’s V2G GIVe platform. The MSA has both lease and non-lease components. The lease component is the EVSE and non-lease components are the EPCs. The Company accounted for the lease components as a sale-type lease with the investment in lease of $104,186 and $112,255 at September 30, 2024 and December 31, 2023, respectively.

Lease income are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023
Lease income	Products and services	$	1,138	$	—	$	3,415	$	24,027
Interest income	Products and services	4,823		3,797		13,802		10,228
Total lease income		$	5,961	$	3,797	$	17,217	$	34,255

Leases

Supplemental unaudited condensed consolidated balance sheet information related to leases is as follows:


	Classification	September 30, 2024		December 31, 2023

Operating lease assets	Right-of-use operating lease assets	$	4,624,783	4,839,526
Finance lease assets	Property, plant and equipment, net	8,636		13,154
Total lease assets		$	4,633,420	$	4,852,680

Operating lease liabilities - current	Operating lease liabilities - current	$	971,631	856,250
Operating lease liabilities - noncurrent	Operating lease liabilities - noncurrent	4,391,413		4,646,383
Finance lease liabilities - current	Other liabilities - current	7,279		7,391
Finance lease liabilities - noncurrent	Other long-term liabilities	3,158		7,764
Total lease liabilities		$	5,373,481	$	5,517,788

The components of lease expense are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023

Operating lease expense	Selling, general and administrative	$	232,255	$	228,633	$	689,503	$	685,900
Finance lease expense:
Amortization of finance lease assets	Selling, general and administrative	1,370		1,414		3,917		4,242
Interest on finance lease liabilities	Interest (expense) income, net	314		424		992		1,373
Total lease expense		$	233,938	$	230,471	$	694,412	$	691,515


	Operating Lease		Finance Lease
Maturities of lease liabilities are as follows:	September 30, 2024		September 30, 2024
2024	$	304,059	$	1,820
2025	951,350		7,279
2026	981,717		1,820
2027	987,955		—
2028	937,727		—
Thereafter	2,860,827		—
Total lease payments	7,023,635		10,919
Less: interest	(1,660,592)		(481)
Total lease obligations	$	5,363,043	$	10,438

Lease term and discount rate:


	September 30, 2024	December 31, 2023
Weighted-average remaining lease terms (in years):
Operating lease	7.0	7.8
Finance lease	1.5	2.5

Weighted-average discount rate:
Operating lease	7.8%	7.8%
Finance lease	7.8%	7.8%

Other Information:


	Nine Months Ended September 30,		Nine Months Ended September 30,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows - operating leases	$	223,892	$	355,133
Operating cash flows - finance leases	$	5,459	$	8,507
Financing cash flows - finance leases	$	7,816	$	5,375

Leased assets obtained in exchange for new finance lease liabilities	$	8,636	$	14,001
Leased assets obtained in exchange for new operating lease liabilities	$	—	$	—

Sublease

Sublease income are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023

Sublease lease income	Other, net	$	86,675	$	134,402	$	300,054	$	366,087

Lessor

Lease income are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023
Lease income	Products and services	$	1,138	$	—	$	3,415	$	24,027
Interest income	Products and services	4,823		3,797		13,802		10,228
Total lease income		$	5,961	$	3,797	$	17,217	$	34,255

Revenue Recognition - Geographic Schedule of Intangible Assets, Property, Plant and Equipment (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	$ 1,768,822	$ 1,968,467
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	1,577,709	1,741,009
United Kingdom
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	1,901	2,894
Denmark
Revenues from External Customers and Long-Lived Assets [Line Items]
Long-lived assets	$ 189,212	$ 224,564

Investments (Details) - USD ($)	3 Months Ended		9 Months Ended
Investments (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Schedule of Equity Method Investments [Line Items]
Consulting services (in Dollars)	$ 0	$ 0	$ 0	$ 43,399
Dreev
Schedule of Equity Method Investments [Line Items]
Company's equity ownership	13.00%		13.00%

Net Loss Per Share Attributable to Common Stockholders - Schedule of Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Earnings Per Share [Abstract]
Net loss attributable to Nuvve Holding Corp. common stockholders, basic	$ (1,649,843)	$ (8,575,188)	$ (12,327,595)	$ (24,697,046)
Net loss attributable to Nuvve Holding Corp. common stockholders, diluted	$ (1,649,843)	$ (8,575,188)	$ (12,327,595)	$ (24,697,046)
Weighted-average shares used to compute net loss per share attributable to Nuvve common stockholders, basic (in Shares)	666,894	804,775	567,486	704,310
Weighted-average shares used to compute net loss per share attributable to Nuvve common stockholders, diluted (in Shares)	666,894	804,775	567,486	704,310
Net Loss per share attributable to Nuvve common stockholders, basic (in Dollars per share)	$ (2.47)	$ (10.66)	$ (21.72)	$ (35.07)
Net Loss per share attributable to Nuvve common stockholders, diluted (in Dollars per share)	$ (2.47)	$ (10.66)	$ (21.72)	$ (35.07)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 805
-SubTopic 60
-Name Accounting Standards Codification
-Section 65
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 11
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-11

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-4

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 5
-Subparagraph (SAB Topic 6.B)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483621/220-10-S99-5

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482662/260-10-50-1

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-10

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 11
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-11

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 260
-SubTopic 10
-Name Accounting Standards Codification
-Section 45
-Paragraph 60B
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482689/260-10-45-60B

+ Details

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities, and addition from assumption of issuance of common shares for dilutive potential common shares; of income (loss) available to common shareholders.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) (Unaudited) - USD ($)	Total	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Non-controlling Interests
Balances (in Shares) at Dec. 31, 2022		606,804
Balances at Dec. 31, 2022	$ 23,245,400	$ 2,427	$ 144,073,505	$ 76,182	$ (116,956,528)	$ (3,950,186)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options and vesting of restricted stock (in shares)		2,283
Exercise of stock options and vesting of restricted stock	0	$ 9	(9)
Stock-based compensation	1,414,183		1,414,183
Proceeds from Direct Offering, net of offering costs (in shares)		13,587
Proceeds from Direct Offering, net of offering costs	470,000	$ 54	469,946
Proceeds from common stock offering, net of offering costs (in shares)		1,966
Proceeds from common stock offering, net of offering costs	136,717	$ 8	136,709
Currency translation adjustment	8,934			8,934
Preferred dividends - non-controlling interest	(69,292)					(69,292)
Accretion on redeemable non-controlling interests preferred shares	(161,466)					(161,466)
Net loss	(7,660,105)				(7,666,393)	6,288
Balances (in Shares) at Mar. 31, 2023		624,639
Balance at Mar. 31, 2023	17,384,371	$ 2,498	146,094,334	85,116	(124,622,921)	(4,174,656)
Balances (in Shares) at Dec. 31, 2022		606,804
Balances at Dec. 31, 2022	23,245,400	$ 2,427	144,073,505	76,182	(116,956,528)	(3,950,186)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Currency translation adjustment	28,357
Net loss	(23,977,547)
Balances (in Shares) at Sep. 30, 2023		812,625
Balance at Sep. 30, 2023	6,627,872	$ 3,251	152,100,803	104,539	(140,957,114)	(4,623,607)
Balances (in Shares) at Dec. 31, 2022		606,804
Balances at Dec. 31, 2022	$ 23,245,400	$ 2,427	144,073,505	76,182	(116,956,528)	(3,950,186)
Balances (in Shares) at Dec. 31, 2023	124,659	124,659
Balance at Dec. 31, 2023	$ 2,580,605	$ 5,927	155,615,962	93,676	(148,240,859)	(4,894,101)
Balances (in Shares) at Mar. 31, 2023		624,639
Balances at Mar. 31, 2023	17,384,371	$ 2,498	146,094,334	85,116	(124,622,921)	(4,174,656)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options and vesting of restricted stock (in shares)		15,610
Exercise of stock options and vesting of restricted stock	391,191	$ 62	391,129
Stock-based compensation	1,069,188		1,069,188
Proceeds from Direct Offering, net of offering costs (in shares)		107,768
Proceeds from Direct Offering, net of offering costs	1,877,192	$ 432	1,876,760
Proceeds from common stock offering, net of offering costs (in shares)		33,409
Proceeds from common stock offering, net of offering costs	644,907	$ 134	644,773
Currency translation adjustment	1,299			1,299
Preferred dividends - non-controlling interest	(70,678)					(70,678)
Accretion on redeemable non-controlling interests preferred shares	(161,466)					(161,466)
Net loss	(7,984,097)				(7,992,563)	8,466
Balances (in Shares) at Jun. 30, 2023		781,426
Balance at Jun. 30, 2023	13,151,907	$ 3,126	150,076,184	86,415	(132,615,484)	(4,398,334)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options and vesting of restricted stock (in shares)		28,770
Exercise of stock options and vesting of restricted stock	824,767	$ 116	824,651
Stock-based compensation	1,097,016		1,097,016
Proceeds from Direct Offering, net of offering costs	0
Proceeds from common stock offering, net of offering costs (in shares)		2,429
Proceeds from common stock offering, net of offering costs	102,961	$ 9	102,952
Currency translation adjustment	18,124			18,124
Preferred dividends - non-controlling interest	(72,092)					(72,092)
Accretion on redeemable non-controlling interests preferred shares	(161,466)					(161,466)
Net loss	(8,333,345)				(8,341,630)	8,285
Balances (in Shares) at Sep. 30, 2023		812,625
Balance at Sep. 30, 2023	$ 6,627,872	$ 3,251	152,100,803	104,539	(140,957,114)	(4,623,607)
Balances (in Shares) at Dec. 31, 2023	124,659	124,659
Balances at Dec. 31, 2023	$ 2,580,605	$ 5,927	155,615,962	93,676	(148,240,859)	(4,894,101)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options and vesting of restricted stock (in shares)		17,414
Exercise of stock options and vesting of restricted stock	0	$ 18	(18)
Stock-based compensation	846,514		846,514
Proceeds from common stock offering, net of offering costs (in shares)		303,500
Proceeds from common stock offering, net of offering costs	5,029,422	$ 304	5,029,118
Issuance of Pre-funded Warrants (in shares)		161,492
Issuance of Pre-funded Warrants	108	$ 108
Currency translation adjustment	(13,651)			(13,651)
Preferred dividends - non-controlling interest	(75,004)					(75,004)
Accretion on redeemable non-controlling interests preferred shares	(161,466)					(161,466)
Net loss	(6,728,737)				(6,714,438)	(14,299)
Balances (in Shares) at Mar. 31, 2024		607,064
Balance at Mar. 31, 2024	$ 1,477,791	$ 6,357	161,491,576	80,025	(154,955,297)	(5,144,870)
Balances (in Shares) at Dec. 31, 2023	124,659	124,659
Balances at Dec. 31, 2023	$ 2,580,605	$ 5,927	155,615,962	93,676	(148,240,859)	(4,894,101)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Currency translation adjustment	(19,530)
Net loss	$ (12,327,595)
Balances (in Shares) at Sep. 30, 2024	874,949	874,949
Balance at Sep. 30, 2024	$ 3,004,987	$ 6,406	163,468,322	74,146	(160,543,887)	0
Balances (in Shares) at Mar. 31, 2024		607,064
Balances at Mar. 31, 2024	1,477,791	$ 6,357	161,491,576	80,025	(154,955,297)	(5,144,870)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options and vesting of restricted stock (in shares)		661
Exercise of stock options and vesting of restricted stock	0	$ 1	(1)
Stock-based compensation	481,800		481,800
Issuance of Pre-funded Warrants (in shares)		14,998
Issuance of Pre-funded Warrants	0	$ 15	(15)
Exercise of Warrants (in shares)		30,000
Exercise of Warrants	172,997	$ 30	172,967
Currency translation adjustment	(8,093)			(8,093)
Preferred dividends - non-controlling interest	(76,504)					(76,504)
Accretion on redeemable non-controlling interests preferred shares	(161,466)					(161,466)
Net loss	(3,949,015)				(3,938,747)	(10,268)
Balances (in Shares) at Jun. 30, 2024		652,723
Balance at Jun. 30, 2024	(2,062,490)	$ 6,403	162,146,327	71,932	(158,894,044)	(5,393,108)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock reverse split - rounding (in shares)		192,222
Exercise of stock options and vesting of restricted stock (in shares)		4
Exercise of stock options and vesting of restricted stock	0
Stock-based compensation	601,075		601,075
Exercise of Warrants (in shares)		30,000
Exercise of Warrants	239,703	$ 3	239,700
Currency translation adjustment	2,214			2,214
Cancellation of non-controlling interests	5,874,328		481,220			5,393,108
Net loss	$ (1,649,843)				(1,649,843)
Balances (in Shares) at Sep. 30, 2024	874,949	874,949
Balance at Sep. 30, 2024	$ 3,004,987	$ 6,406	$ 163,468,322	$ 74,146	$ (160,543,887)	$ 0

Income Taxes

9 Months Ended

Sep. 30, 2024

Income Tax Disclosure [Abstract]

Income Taxes


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Income tax expense	$	—		$	—		$	—		$	—
Effective tax rate	0.0		%	0.0		%	0.0		%	0.0		%

The effective tax rate used for interim periods is the estimated annual effective tax rate, based on current estimate of full year results, except that taxes related to specific events, if any, are recorded in the interim period in which they occur. The effective tax rate differed from the U.S. federal statutory tax rate primarily due to operating losses that receive no tax benefit as a result of a valuation allowance recorded for such losses.

The Company accounts for income taxes in accordance with ASC Topic 740, Income Taxes (“ASC 740”). Under the provisions of ASC 740, management is required to evaluate whether a valuation allowance should be established against its deferred tax assets. The Company currently has a full valuation allowance against its deferred tax assets. As of each reporting date, the Company’s management considers new evidence, both positive and negative, that could impact management’s view with regard to future realization of deferred tax assets. For the nine months ended September 30, 2024, there was no material change from the year ended December 31, 2023 in the amount of the Company’s deferred tax assets that are not considered to be more likely than not to be realized in future years.

- Definition

The entire disclosure for income tax.

+ References

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+ Details

Derivative Liability - Non-Controlling Redeemable Preferred Stock (Tables)

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of derivative liabilities at fair value

The following table displays the fair value of derivatives by balance sheet line item:


	September 30, 2024		December 31, 2023

Derivative liability - non-controlling redeemable preferred shares	$	—	$	309,728

The fair value balance of the level 3 derivative liability - non-controlling redeemable preferred shares was written-off as the preferred shares were cancelled at September 30, 2024 as a result of the Company becoming the 100% owner of Levo (See Note 1).

Debt - Schedule of term loan (Details) - Term loan - USD ($)	Sep. 30, 2024	Aug. 09, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Carrying Value	$ 902,242		$ 0
Subordinated Business Loan
Debt Instrument [Line Items]
Principal Amount Borrowed		$ 1,000,000
Carrying Value	$ 838,072
Weighted Weekly Average Interest Rate		2.96%
Weighted Annual Average Interest Rate		153.90%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

Intangible Assets - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
Intangible Assets - Narrative (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Gross intangible asset	$ 2,091,556		$ 2,091,556		$ 2,091,556
Amortization expense of intangible assets	34,860	$ 34,860	104,578	$ 104,578
Finite-lived intangible assets, accumulated amortization	993,931		993,931		$ 889,353
Finite-lived intangible assets, net	$ 1,097,625		$ 1,097,625
Acquire finite-lived intangible assets, weighted average useful life			8 years 1 month 6 days

Debt

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Debt

The following is a summary of debt as of September 30, 2024 and December 31, 2023:


	September 30, 2024		December 31, 2023
Term loan	$	902,242	$	—
Promissory Notes - August 16, 2024	847,446		—
Promissory Notes - August 27, 2024	504,375		—
Senior Convertible Notes - October 2024	250,000		—
Total outstanding principal balance	2,504,063		—
Less: unamortized debt issuance costs and discounts	(75,833)		—
Total debt	2,428,230		—
Less: current portion of long-term debt	2,328,230		—
Long-term debt, net of current portion	$	100,000	$	—

As of September 30, 2024, the total future maturities of the principal amounts of the debt obligations are as follows:


2024 (remaining three months)	$	1,749,261
2025	617,302
2026	61,667


Thereafter	—
	2,428,230

Term Loan

On August 9, 2024, the Company entered into a Subordinated Business Loan and Security Agreement ("Term Loan") with Agile Lending, LLC, as lender, and Agile Capital Funding, LLC, as collateral agent. The Term Loan is a short-term, thirty-week, fixed interest rate obligation. Principal and interest on the Term Loan are payable in arrears weekly. The Term Loan is secured by certain Company assets, and it is evidenced by a subordinated secured promissory note.

The Term Loan contains customary affirmative and negative covenants. Among other things, these covenants restrict the Company's ability to incur certain types or amounts of indebtedness, incur liens on certain assets, dispose of material assets, enter into certain restrictive agreements, or engage in certain transactions with affiliates. Additionally, the Term Loan contains customary default provisions including, but not limited to, failure to pay interest or principal when due.

The following is a summary description of the key terms of the Term Loan:


Debt	Debt Origination Date	Maturity	Principal Amount Borrowed		Carrying Value	Weighted Weekly Average Interest Rate		Weighted Annual Average Interest Rate
Term loan	8/9/2024	3/6/2025	$	1,000,000	838,072	2.96	%	153.90	%

Principal and interest payments of $50,750 is due weekly on the Term Loan for thirty weeks effective August 9, 2024 to March 6, 2025, when the Term Loan is fully paid off. Total interest of $522,501 is expected to be paid over the thirty-week loan period.

Interest expense paid on the Term Loan for the three and nine months ended September 30, 2024 was $219,159. There was no interest expense on the Term Loan for the three and nine months ended September 30, 2023.

Promissory Notes - August 16, 2024

In connection with the formation of Deep Impact (see Note 1), Promissory Notes (each a “SPV Promissory Note”) with conversion option were issued to each of Gregory Poilasne and David Robson, the Chief Executive Officer and Chief Financial Officer of the Company (collectively, the “SPV Note Holders”), respectively, in exchange for up to an aggregate of $1,500,000, to further support project costs in exchange for their investment into Deep Impact. Each SPV Promissory Note was issued with an original principal amount of $750,000 (the “Principal Amount”). As of September 30, 2024, the Chief Executive Officer and Chief Financial Officer have funded $610,500 and $230,000, respectively, of the Promissory Notes.

The SPV Promissory Notes have a term of three years and bear interest at a rate of 17.5% per annum. The SPV Promissory Notes further provide that upon certain events of default, the SPV Note Holders shall have the option to convert the outstanding amounts on such SPV Promissory Notes for an aggregate of 101 membership units in Deep Impact, allocated pro rata to such Holder’s share of the aggregate outstanding principal amount under the SPV Promissory Notes. Additionally, pursuant to the Deep Impact governance documents, the SPV Note Holders will be entitled to a share of the Deep Impact’s 25% of the operating cash flows in addition to the interest amounts payable under the SPV Promissory Notes.

Interest expense paid on the SPV Promissory Notes for the three and nine months ended September 30, 2024 was $6,946. There was no interest expense on the SPV Promissory Notes for the three and nine months ended September 30, 2023.

Promissory Notes - August 27, 2024

On August 27, 2024, the Company issued promissory notes with conversion option to each of Gregory Poilasne and David Robson, the Chief Executive Officer and Chief Financial Officer of the Company, respectively, in exchange for an aggregate of $500,000 (the "Nuvve Promissory Notes"). Each Nuvve Promissory Note was issued with an original Principal Amount of $250,000. The Principal Amount of each Nuvve Promissory Note includes an original issue discount of $12,500, or 5.0%. In exchange for the Nuvve Promissory Notes, each Holder paid a purchase price of $237,500 (the “Non-OID Principal Amount”) in cash to the Company, for aggregate gross proceeds to the Company of $475,000.

The Nuvve Promissory Notes accrue interest at a rate of 10.5% per annum, subject to an increase to 12.5% upon the occurrence of an event of default (as that term is defined in the Nuvve Promissory Notes), and have a maturity date of October 31, 2024 (the “Maturity Date”). Pursuant to the Nuvve Promissory Notes, all accrued and unpaid interest and principal amount are payable in cash on the Maturity Date. If the Company consummates a Change of Control (as such term is defined in the Nuvve Promissory Notes), the outstanding balance of the Nuvve Promissory Note plus any unpaid accrued interest will become immediately due and payable.

Upon the occurrence of an event of default, each Holder may at its option require all principal and unpaid accrued interest become immediately due and payable in full. Further, at any time after the occurrence of an event of default, each Holder may convert any outstanding principal and unpaid accrued interest under the Nuvve Promissory Notes into shares of the Company’s common stock, at a conversion price per share of $0.492. The issuance of the Nuvve Promissory Notes was and, upon any conversion of the Nuvve Promissory Notes, the issuances of any conversion shares of common stock issued thereunder will be, exempt from registration under Section 4(a)(2) and/or Rule 506(b) of Regulation D as promulgated by the Securities and Exchange Commission under the Securities Act of 1933, as amended, as transactions by an issuer not involving any public offering.

The Nuvve Promissory Notes provides that, in the event currently outstanding security interests granted by the Company and its subsidiaries to certain lenders (the “Existing Security Interests”) are released at any time during which the Nuvve Promissory Notes are outstanding, the Company shall grant the Holders a security interest in substantially all of the Company’s assets. To the extent that the Existing Security Interests are not released prior to the Maturity Date or earlier termination of the Nuvve Promissory Notes, the Promissory Notes will remain unsecured.

Interest expense on the Nuvve Promissory Notes for the three and nine months ended September 30, 2024 was $16,875. There was no interest expense paid on the Nuvve Promissory Notes for the three and nine months ended September 30, 2023.

Senior Convertible Notes - October 2024

In October 2024, the Company issued (i) senior convertible notes (the "October Notes") to certain accredited investors of the Company, pursuant to a securities purchase agreement, in exchange for an aggregate of $3,750,000.01 of a principal amount, and (ii) accompany warrants to purchase shares of Common Stock (the “October Warrants”). The principal amount of the October Notes included an original issue discount of $375,000, or 10.00%, with net cash proceed to the Company of $3,375,000.01, which was funded on October 31, 2024.

The Company's the Chief Executive Officer, Mr. Poilanse, participated as an investor and was issued an October Note in the principal amount of $250,000. The principal amount of the October Notes issued to Mr. Poilanse included an original issue discount of $25,000, or 10.00% with a net cash proceed to the Company of $225,000, which was funded on September 30, 2024.

The October Notes have a term of 18 months and bear interest at an effective rate of 8.00% per annum, and have a maturity date of March 31, 2026. Pursuant to the October Notes, all accrued and unpaid interest and principal amount are payable in cash on the maturity date. The October Notes are payable in 15 equal payments with the first payment starting on the fourth month after issuance of the October Notes. The holders of the October Notes have the option to convert any outstanding principal and unpaid accrued interest under the October Notes into shares of the Company’s common stock, at a conversion price of $3.402 per share.

In conjunction with the October Notes, the Company issued to the investors warrants to purchase an aggregate of 1,102,295 shares of Common Stock, representing 100.00% of the shares (the “Warrant Shares”) of Common Stock that each October Note is convertible into as of the issuance of the October Notes, at an exercise price of $3.78 per share (the “Exercise Price”), which was the most recent closing price of the Common Stock prior to the closing as reported by the Nasdaq Stock Market LLC (“Nasdaq”).

The Warrants Shares are exercisable immediately and will expire five years after the date of issuance and may be exercised on a cashless basis in the event of a fundamental transaction involving the Company or if the resale of the shares of common stock underlying the Warrants Shares is not covered by an effective registration statement. The Exercise Price is subject to full ratchet antidilution protection, subject to certain price limitations required by Nasdaq rules and regulations and certain exceptions, upon any subsequent transaction at a price lower than the Exercise Price then in effect and standard adjustments in the event of certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate changes.

The foregoing descriptions of the October Notes and the Warrants are not complete and are qualified in their entirety by reference to the full text of such documents, which are filed as Exhibits 4.1, 4.2, 10.1 and 10.2, respectively, to this Quarterly Report on Form 10-Q.

Interest expense on the October Notes for the three and nine months ended September 30, 2024 was zero. There was no interest expense paid on the October Notes for the three and nine months ended September 30, 2023.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Stock Option Plan (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of stock-based compensation expense for stock options

Stock-based compensation expense recognized in selling, general, and administrative, and research and development are as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Options	$	598,588	$	663,369	$	1,638,820	$	2,014,240
Restricted stock	2,487		423,928		290,443		1,409,735
Stock options - modified options	—		9,721		169		33,971
Profit interest units	—		31,226		62,452		(260,475)
Total	$	601,075	$	1,128,244	$	1,991,884	$	3,197,471

Schedule of stock option activity

The following is a summary of the stock option activity under the 2010 Plan for the nine months ended September 30, 2024:


	Shares	Weighted- Average Exercise Price per Share($)	Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value($)
Outstanding - December 31, 2023	1,916	1,033.50	3.53	—
Granted	—	—	—	—
Exercised	—	—	—	—
Forfeited	—	—	—	—
Expired/Cancelled	—	—	—	—
Outstanding - September 30, 2024	1,916	1,034.00	2.79	—

Options Exercisable at September 30, 2024	1,916	1,033.60	2.79	—
Options Vested at September 30, 2024	1,916	1,033.60	2.79	—

The following is a summary of the stock option activity under the 2020 Plan for the nine months ended September 30, 2024:


	Shares	Weighted- Average Exercise Price per Share ($)	Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value($)
Outstanding - December 31, 2023	5,789	3,386.70	7.91	—
Granted	—	—	—	—
Exercised	—	—	—	—
Forfeited	(409)	1,238.90	—	—
Expired/Cancelled	(462)	1,095.40	—	—
Outstanding - September 30, 2024	4,919	3,775.99	6.93	—

Options Exercisable at September 30, 2024	3,257	4,979.61	6.57	—
Options Vested at September 30, 2024	3,257	4,979.61	6.57	—

A summary of the status of the Company’s Class D Incentive Units as of December 31, 2023, and changes during the nine months ended September 30, 2024, is presented below:


	Shares	Weighted- Average Grant Date Fair Value($)
Nonvested at December 31, 2023	50,000	12.49
Granted	—	—
Vested	—	—
Cancelled	50,000	12.49
Nonvested and Outstanding at September 30, 2024	—	—

Schedule of disclosure of share-based compensation arrangements by share-based payment award

Other Information:


	Nine Months Ended September 30,
	2024		2023
Amount received from option exercised	$	—	$	—

	September 30, 2024				Weighted average remaining recognition period
Total unrecognized options compensation costs	$	1,177,720			0.58

Schedule of nonvested restricted stock units

A summary of the status of the Company’s nonvested restricted stock units as of December 31, 2023, and changes during the nine months ended September 30, 2024, is presented below:


	Shares	Weighted- Average Grant Date Fair Value($)
Nonvested at December 31, 2023	1,031	980.30
Granted	—	—
Vested/Release	(737)	2,611.40
Cancelled/Forfeited	(293)	2,801.30
Nonvested and Outstanding at September 30, 2024	—	—

Intangible Assets - Schedule of estimated future amortization expense amortizable intangible assets (Details)	Sep. 30, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024 (remaining three months)	$ 34,859
2025	139,437
2026	137,770
2027	132,770
2028	132,770
Thereafter	520,019
Total estimated future amortization expense	$ 1,097,625

Account Receivables, Net

9 Months Ended

Sep. 30, 2024

Receivables [Abstract]

Account Receivables, Net

The following tables summarizes the Company's accounts receivable:


		September 30, 2024		December 31, 2023

Trade receivables		$	1,985,009	$	2,107,497

Less: allowance for credit losses		(316,471)		(382,598)

	Accounts receivable, net	$	1,668,538	$	1,724,899

Allowance for credit losses:

	Balance December 31, 2023	$	(382,598)
	Provision	(41,930)
	Write-off	—
	Recoveries	108,057
	Balance at September 30, 2024	$	(316,471)

Revenue Recognition - Schedule of segment activity (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Segment Reporting Information [Line Items]
Revenues	$ 1,918,218	$ 2,712,572	$ 3,500,154	$ 6,687,485
United States
Segment Reporting Information [Line Items]
Revenues	1,814,904	2,552,138	3,316,968	6,290,200
United Kingdom
Segment Reporting Information [Line Items]
Revenues	0	0	0	33,047
Denmark
Segment Reporting Information [Line Items]
Revenues	$ 103,314	$ 160,434	$ 183,186	$ 364,238

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

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+ Details

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Reverse Stock Split	Reverse Stock Splits At the Company’s Special Meeting of Stockholders held on January 5, 2024, the Company’s stockholders approved a proposal to authorize a reverse stock split of the Company’s common stock, at a ratio within the range of 1-for-2 to 1-for-40. The Board approved a 1-for-40 reverse split ratio, and on January 19, 2024, the Company filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware to effect the reverse split effective January 19, 2024 (the “January 2024 Reverse Stock Split”). Additionally, at the Company’s Annual Meeting of Stockholders held on September 9, 2024, the Company’s stockholders approved a proposal to authorize a reverse stock split of the Company’s common stock, at a ratio within the range of 1-for-2 to 1-for-10. The Board approved a 1-for-10 reverse split ratio, and on September 16, 2024, the Company filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware to effect the reverse split effective September 17, 2024 (the “September 2024 Reverse Stock Split” and together with the January 2024 Reverse Stock Split, the “Reverse Stock Splits”). The Reverse Stock Splits were also applicable to the Company’s outstanding warrants, stock options and restricted stock units. The number of shares of common stock into which these outstanding securities are convertible or exercisable were adjusted proportionately as a result of the Reverse Stock Splits. The exercise prices of any outstanding warrants or stock options were also proportionately adjusted in accordance with the terms of those securities and the Company’s equity incentive plans. The Reverse Stock Splits did not affect the number of authorized shares of the Company's common stock or the par value of the common stock. All issued and outstanding common stock, options to purchase common stock, warrants to purchase common stock and per share amounts contained in the condensed consolidated financial statement have been retroactively adjusted to reflect each of the January 2024 Reverse Stock Split and the September 2024 Reverse Stock Split for all periods presented.
Basis of Presentation	Basis of Presentation The accompanying (i) unaudited condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements, and (ii) unaudited interim condensed consolidated financial statements have been prepared in accordance pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. Therefore, it is recommended that these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes in the 2023 Form 10-K, filed with the SEC on March 28, 2024. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, cash flows, and total equity for the interim periods, but are not necessarily indicative of the results to be anticipated for the full year 2024 or any future period. In accordance with the related Going Concern accounting standards, the Company has evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about its ability to continue as a going concern within one year after the consolidated financial statements are issued. Since inception, the Company has incurred recurring losses and negative cash flows from operations and has an accumulated deficit of $160.5 million and $148.2 million as of September 30, 2024 and December 31, 2023, respectively. The Company incurred operating losses of approximately $14.8 million as of the nine months ended September 30, 2024, and $32.1 million and $36.9 million for the years ended December 31, 2023, and 2022, respectively. The Company's cash used in operations were $12.2 million for the nine months ended September 30, 2024, and $21.3 million and $34.1 million for the years ended December 31, 2023, and 2022, respectively. As of September 30, 2024, the Company had a cash balance, working capital, and total equity of $0.3 million, $1.3 million and $3.0 million, respectively. The Company continues to expect to generate operating losses and negative cash flows and will need additional funding to support its planned operating activities through profitability. The transition to profitability is dependent upon the successful expanded commercialization of the Company's GIVe platform and the achievement of a level of revenues adequate to support its cost structure. Management plans to fund current operations through increased revenues and raising additional capital. Management's expectations with respect to the Company’s ability to fund current planned operations is based on estimates that are subject to risks and uncertainties. There is an inherent risk that the Company may not achieve such financial projections and if so, cash outflows could be higher than currently anticipated. However, as such, plans are not solely within management’s control, management cannot conclude as of the date of this filing that the plans are probable of being successfully implemented and as such has concluded that substantial doubt exists about the Company’s ability to continue as a going concern for twelve months from the date of issuance of our financial statements. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.
Principles of Consolidation	Principles of Consolidation The condensed consolidated financial statements include the accounts and operations of the Company, its wholly owned subsidiaries and its consolidated variable interest entity. All intercompany accounts and transactions have been eliminated upon consolidation.
Variable Interest Entities	Variable Interest Entities Pursuant to the consolidation guidance, the Company first evaluates whether it holds a variable interest in an entity in which it has a financial relationship and, if so, whether or not that entity is a variable interest entity ("VIE"). A VIE is an entity with insufficient equity at risk for the entity to finance its activities without additional subordinated financial support or in which equity investors lack the characteristics of a controlling financial interest. If an entity is determined to be a VIE, the Company evaluates whether the Company is the primary beneficiary. The primary beneficiary analysis is a qualitative analysis based on power and economics. The Company concludes that it is the primary beneficiary and consolidates the VIE if the Company has both (i) the power to direct the activities of the VIE that most significantly influence the VIE's economic performance, and (ii) the obligation to absorb losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE. The Company formed Levo with Stonepeak and Evolve, in which the Company owns 51% of Levo's common units. The Company had determined that Levo was a VIE in which the Company was the primary beneficiary. Accordingly, the Company consolidated Levo and recorded a non-controlling interest for the share of the entity owned by Stonepeak and Evolve. On October 15, 2024, the Company, Stonepeak, and Evolve entered into a Limited Liability Company Interest Sale Agreement, pursuant to which Stonepeak and Evolve sold their combined 49% membership interest in Levo to the Company for a de minimis price. In connection with, and pursuant to Stonepeak and Evolve's sale of their combined interest in Levo to the Company (See Note 1), the Company became the 100% owner of Levo. The Company formed Deep Impact with Nuvve CPO and WISE, in which the Company owned 51% of Deep Impact's common units. The Company has determined that Deep Impact is a VIE in which the Company is the primary beneficiary. Accordingly, the Company consolidates Deep Impact and records a non-controlling interest for the share of the entity owned by WISE. Assets and Liabilities of Consolidated VIEs The Company's condensed consolidated financial statements include the assets, liabilities and results of operations of VIEs for which the Company is the primary beneficiary. The other equity holders’ interests are reflected in "Net income (loss) attributable to non-controlling interests" in the condensed consolidated statements of operations and "Non-controlling interests" in the condensed consolidated balance sheets. See Note 19 for details of non-controlling interests. The creditors of the consolidated VIE do not have recourse to the Company other than to the assets of the consolidated VIE.
Redeemable Non-Controlling Interest - Mezzanine Equity/Non-controlling Interests	Redeemable Non-Controlling Interest - Mezzanine Equity Redeemable non-controlling interest represents the shares of the preferred stock issued by Levo to Stonepeak and Evolve (the "preferred shareholders"), who own 49% of Levo common units. The preferred stock is not mandatorily redeemable or currently redeemable, but it could be redeemable with the passage of time at the election of Levo, the preferred shareholders or a triggering event as defined in the preferred stock agreement. As a result of the contingent put right available to the preferred shareholders, the redeemable non-controlling interests in Levo are classified as mezzanine equity in the Company’s unaudited condensed consolidated balance sheets. The initial carrying value of the redeemable non-controlling interest is reported at the initial proceeds received on issuance date, reduced by the fair value of embedded derivatives resulting in an adjusted initial carrying value. The adjusted initial carrying value is further adjusted for the accretion of the difference with the redemption price value using the effective interest method. The accretion amount is a deemed dividend recorded against retained earnings or, in its absence, to additional paid-in-capital. The carrying amount of the redeemable non-controlling interest is measured at the higher of the carrying amount adjusted each reporting period for income (or loss) attributable to the non-controlling interest, or the carrying amount adjusted each reporting period by the accretion amount. See Note 19 for details. In connection with, and pursuant to Stonepeak and Evolve sale of their combined interest in Levo to the Company (See Note 1), the Company became the 100% owner of Levo. As result, the redeemable non-controlling interest, the redeemable preferred stock, including the accumulated unpaid accrued preferred dividends, were cancelled as of September 30, 2024. Non-controlling interests The Company presents non-controlling interests as a component of equity on its condensed consolidated balance sheets and reports the portion of its earnings or loss for non-controlling interest as net earnings or loss attributable to non-controlling interests in the condensed consolidated statements of operations. For entities that are consolidated, but not 100% owned, a portion of the net income or loss and corresponding equity is allocated to owners other than the Company. The aggregate of the net income or loss and corresponding equity that is not owned by the Company is included in non-controlling interests in the condensed consolidated financial statements. Non-controlling interests are presented outside as a separate component of stockholders’ equity on the Company’s condensed consolidated balance sheets. The primary components of non-controlling interests are separately presented in the Company’s condensed consolidated statements of changes in stockholders’ equity to clearly distinguish the interest in the Company and other ownership interests in the consolidated entities. Net income or loss includes the net income or loss attributable to the holders of non-controlling interests on the Company’s condensed consolidated statements of operations. Net income or loss is allocated to non-controlling interests in proportion to their relative ownership interests.
Emerging Growth Company	Emerging Growth Company Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) permits emerging growth companies (“EGC”) to delay complying with new or revised financial accounting standards that do not yet apply to private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act). The Company qualifies as an EGC. The JOBS Act provides that an EGC can elect to opt-out of the extended transition period and comply with the requirements that apply to non-EGCs, but any such election to opt-out is irrevocable. The Company has elected not to opt-out of such an extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an EGC, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This different adoption timing may make a comparison of the Company’s financial statements with another public company, which is neither an EGC nor an EGC that has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that may affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions made by management include the impairment of intangible assets, the net realizable value of inventory, the fair value of share-based payments, lease incremental borrowing rate, derivative liability associated with redeemable preferred shares, revenue recognition, the fair value of warrants, annual bonus accrual, and the recognition and disclosure of contingent liabilities. Management evaluates its estimates on an ongoing basis. Actual results could materially vary from those estimates.
Cash and Restricted Cash	Cash and Restricted Cash The Company maintains cash balances that can, at times, exceed amounts insured by the Federal Deposit Insurance Corporation, which is up to $250,000. The Company has not experienced any losses in these accounts and believes it is not exposed to any significant credit risk in this area. In connection with a new office lease agreement, the Company was required to provide an irrevocable, unconditional letter of credit to the landlord upon execution of the lease. The amount securing the letter of credit was recorded as restricted cash as of September 30, 2024 and December 31, 2023 was $480,000.
Concentrations of Credit Risk	Concentrations of Credit Risk At September 30, 2024 and December 31, 2023, the financial instruments which potentially expose the Company to concentration of credit risk consist of cash in financial institutions (in excess of federally insured limits) and trade receivables. The Company had certain customers whose revenue individually represented 10% or more of the Company’s total revenue, or whose accounts receivable balances individually represented 10% or more of the Company’s total accounts receivable, as follows: For the three and nine months ended September 30, 2024 three customers accounted for 60.5% and 35.7% of revenue, respectively. For the three and nine months ended September 30, 2023 two customers and one customer accounted for 62.2% and 30.9% of revenue, respectively. During the three and nine months ended September 30, 2024, the Company's top five customers accounted for approximately 72.3% and 49.2% of the Company’s total revenue, respectively. During the three and nine months ended September 30, 2023, the Company's top five customers accounted for approximately 74.3% and 46.2% of the Company’s total revenue, respectively. At September 30, 2024, three customers accounted for 56.6% of accounts receivable. At December 31, 2023, three customers accounted for 60.9% of accounts receivable. Approximately 68.2% and 74.0% of the Company’s trade accounts receivable balance was with five customers at September 30, 2024 and December 31, 2023, respectively. The Company estimates its maximum credit risk for accounts receivable at the amount recorded on the balance sheet. The trade accounts receivables are generally short-term and all probable bad debt losses have been appropriately considered in establishing the allowance for doubtful accounts.
Recently adopted accounting pronouncements/Recently issued accounting pronouncements not yet adopted	Recently adopted accounting pronouncements None Applicable Recently issued accounting pronouncements not yet adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures. ASU 2023-07 requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the Company’s CODM. The amendments in this update also provide new segment disclosure requirements for entities with a single reportable segment, and expand the interim segment disclosure requirements. ASU 2023-07 is effective for the fiscal year ending December 31, 2024 and for the Company’s interim periods beginning with the first quarter ended 2025. Early adoption is permitted and the amendments in this update are required to be applied on a retrospective basis. The Company is currently evaluating the impact of this guidance on its consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 requires disclosure of disaggregated income taxes paid in both U.S. and foreign jurisdictions, prescribes standard categories for the components of the effective tax rate reconciliation and modifies other income tax-related disclosures. ASU 2023-09 is effective for the Company’s fiscal year ending December 31, 2025. Early adoption is permitted and the amendments in this update should be applied on a prospective basis, though retrospective adoption is permitted. The Company is currently evaluating the impact of this guidance on its consolidated financial statements.

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On October 31, 2024, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with certain accredited institutional and individual investors (the “Investors”), pursuant to which the Company agreed to issue to the Investors (i) up to an aggregate of $3,750,000.01 principal amount (the “Principal Amount”) senior convertible promissory notes, carrying a 10.00% original issue discount (each, a “Note” and, collectively, the “Notes”), convertible into shares of the Company’s common stock, and (ii) accompanying warrants (the “Warrants) to purchase shares of common stock (the “Private Placement”). On October 31, 2024, the Company closed the Private Placement and issued the Notes and the Warrants. The Company’s Chief Executive Officer, Gregory Poilasne, participated as an Investor in the Private Placement, purchasing an aggregate of $250,000 in principal amount of Notes and accompanying Warrants. Please see Note 11 for a summary description of the key items of the Notes and Warrants agreements. The foregoing descriptions of the Notes and the Warrants are not complete and are qualified in their entirety by reference to the full text of such documents, which are filed as Exhibits 4.1, 4.2, 10.1 and 10.2, respectively, to this Quarterly Report on Form 10-Q.

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

For a detailed discussion about the Company’s significant accounting policies, see Note 2, “Summary of Significant Accounting Policies,” in the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”).

During the nine months ended September 30, 2024, there were no significant updates made to the Company’s significant accounting policies.

Basis of Presentation

The accompanying (i) unaudited condensed consolidated balance sheet as of December 31, 2023, which has been derived from audited financial statements, and (ii) unaudited interim condensed consolidated financial statements have been prepared in accordance pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. Therefore, it is recommended that these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes in the 2023 Form 10-K, filed with the SEC on March 28, 2024.

In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, cash flows, and total equity for the interim periods, but are not necessarily indicative of the results to be anticipated for the full year 2024 or any future period.

In accordance with the related Going Concern accounting standards, the Company has evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about its ability to continue as a going concern within one year after the consolidated financial statements are issued. Since inception, the Company has incurred recurring losses and negative cash flows from operations and has an accumulated deficit of $160.5 million and $148.2 million as of September 30, 2024 and December 31, 2023, respectively. The Company incurred operating losses of approximately $14.8 million as of the nine months ended September 30, 2024, and $32.1 million and $36.9 million for the years ended December 31, 2023, and 2022, respectively. The Company's cash used in operations were $12.2 million for the nine months ended September 30, 2024, and $21.3 million and $34.1 million for the years ended December 31, 2023, and 2022, respectively. As of September 30, 2024, the Company had a cash balance, working capital, and total equity of $0.3 million, $1.3 million and $3.0 million, respectively. The Company continues to expect to generate operating losses and negative cash flows and will need additional funding to support its planned operating activities through profitability. The transition to profitability is dependent upon the successful expanded commercialization of the Company's GIVe platform and the achievement of a level of revenues adequate to support its cost structure.

Management plans to fund current operations through increased revenues and raising additional capital. Management's expectations with respect to the Company’s ability to fund current planned operations is based on estimates that are subject to risks and uncertainties. There is an inherent risk that the Company may not achieve such financial projections and if so, cash outflows could be higher than currently anticipated. However, as such, plans are not solely within management’s control, management cannot conclude as of the date of this filing that the plans are probable of being successfully implemented and as such has concluded that substantial doubt exists about the Company’s ability to continue as a going concern for twelve months from the date of issuance of our financial statements.

The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty.

Principles of Consolidation

The condensed consolidated financial statements include the accounts and operations of the Company, its wholly owned subsidiaries and its consolidated variable interest entity. All intercompany accounts and transactions have been eliminated upon consolidation.

Variable Interest Entities

Pursuant to the consolidation guidance, the Company first evaluates whether it holds a variable interest in an entity in which it has a financial relationship and, if so, whether or not that entity is a variable interest entity ("VIE"). A VIE is an entity with insufficient equity at risk for the entity to finance its activities without additional subordinated financial support or in which equity investors lack the characteristics of a controlling financial interest. If an entity is determined to be a VIE, the Company evaluates whether the Company is the primary beneficiary. The primary beneficiary analysis is a qualitative analysis based on power and economics. The Company concludes that it is the primary beneficiary and consolidates the VIE if the Company has both (i) the power to direct the activities of the VIE that most significantly influence the VIE's economic performance, and (ii) the obligation to absorb losses of, or the right to receive benefits from, the VIE that could potentially be significant to the VIE.

The Company formed Levo with Stonepeak and Evolve, in which the Company owns 51% of Levo's common units. The Company had determined that Levo was a VIE in which the Company was the primary beneficiary. Accordingly, the Company consolidated Levo and recorded a non-controlling interest for the share of the entity owned by Stonepeak and Evolve. On October 15, 2024, the Company, Stonepeak, and Evolve entered into a Limited Liability Company Interest Sale Agreement, pursuant to which Stonepeak and Evolve sold their combined 49% membership interest in Levo to the Company for a de minimis price.

In connection with, and pursuant to Stonepeak and Evolve's sale of their combined interest in Levo to the Company (See Note 1), the Company became the 100% owner of Levo.

The Company formed Deep Impact with Nuvve CPO and WISE, in which the Company owned 51% of Deep Impact's common units. The Company has determined that Deep Impact is a VIE in which the Company is the primary beneficiary. Accordingly, the Company consolidates Deep Impact and records a non-controlling interest for the share of the entity owned by WISE.

Assets and Liabilities of Consolidated VIEs

The Company's condensed consolidated financial statements include the assets, liabilities and results of operations of VIEs for which the Company is the primary beneficiary. The other equity holders’ interests are reflected in "Net income (loss) attributable to non-controlling interests" in the condensed consolidated statements of operations and "Non-controlling interests" in the condensed consolidated balance sheets. See Note 19 for details of non-controlling interests.

The creditors of the consolidated VIE do not have recourse to the Company other than to the assets of the consolidated VIE. The following table summarizes the carrying amounts of the Company's VIE assets and liabilities included in the Company’s condensed consolidated balance sheets at September 30, 2024 and December 31, 2023:


	September 30, 2024		December 31, 2023
Assets

Cash	$	10,477	$	27,337




Intercompany loan receivable	$	830,000	—
Prepaid expenses and other current assets	—		1,363







Total Assets	$	840,477	$	28,700

Liabilities

Accounts payable	$	—	$	8,380
Accrued expenses and dividend payable	—		620,421
Promissory notes	847,446		—






Derivative liability - non-controlling redeemable preferred shares	—		309,728

Total Liabilities	$	847,446	$	938,529

Redeemable Non-Controlling Interest - Mezzanine Equity

Redeemable non-controlling interest represents the shares of the preferred stock issued by Levo to Stonepeak and Evolve (the "preferred shareholders"), who own 49% of Levo common units. The preferred stock is not mandatorily redeemable or currently redeemable, but it could be redeemable with the passage of time at the election of Levo, the preferred shareholders or a triggering event as defined in the preferred stock agreement. As a result of the contingent put right available to the preferred

shareholders, the redeemable non-controlling interests in Levo are classified as mezzanine equity in the Company’s unaudited condensed consolidated balance sheets. The initial carrying value of the redeemable non-controlling interest is reported at the initial proceeds received on issuance date, reduced by the fair value of embedded derivatives resulting in an adjusted initial carrying value. The adjusted initial carrying value is further adjusted for the accretion of the difference with the redemption price value using the effective interest method. The accretion amount is a deemed dividend recorded against retained earnings or, in its absence, to additional paid-in-capital. The carrying amount of the redeemable non-controlling interest is measured at the higher of the carrying amount adjusted each reporting period for income (or loss) attributable to the non-controlling interest, or the carrying amount adjusted each reporting period by the accretion amount. See Note 19 for details.

In connection with, and pursuant to Stonepeak and Evolve sale of their combined interest in Levo to the Company (See Note 1), the Company became the 100% owner of Levo. As result, the redeemable non-controlling interest, the redeemable preferred stock, including the accumulated unpaid accrued preferred dividends, were cancelled as of September 30, 2024.

Non-controlling interests

The Company presents non-controlling interests as a component of equity on its condensed consolidated balance sheets and reports the portion of its earnings or loss for non-controlling interest as net earnings or loss attributable to non-controlling interests in the condensed consolidated statements of operations.

Emerging Growth Company

Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) permits emerging growth companies (“EGC”) to delay complying with new or revised financial accounting standards that do not yet apply to private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act). The Company qualifies as an EGC. The JOBS Act provides that an EGC can elect to opt-out of the extended transition period and comply with the requirements that apply to non-EGCs, but any such election to opt-out is irrevocable. The Company has elected not to opt-out of such an extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an EGC, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This different adoption timing may make a comparison of the Company’s financial statements with another public company, which is neither an EGC nor an EGC that has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that may affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions made by management include the impairment of intangible assets, the net realizable value of inventory, the fair value of share-based payments, lease incremental borrowing rate, derivative liability associated with redeemable preferred shares, revenue recognition, the fair value of warrants, annual bonus accrual, and the recognition and disclosure of contingent liabilities.

Management evaluates its estimates on an ongoing basis. Actual results could materially vary from those estimates.

Cash and Restricted Cash

The Company maintains cash balances that can, at times, exceed amounts insured by the Federal Deposit Insurance Corporation, which is up to $250,000. The Company has not experienced any losses in these accounts and believes it is not exposed to any significant credit risk in this area. In connection with a new office lease agreement, the Company was required to provide an irrevocable, unconditional letter of credit to the landlord upon execution of the lease. The amount securing the letter of credit was recorded as restricted cash as of September 30, 2024 and December 31, 2023 was $480,000.

Concentrations of Credit Risk

At September 30, 2024 and December 31, 2023, the financial instruments which potentially expose the Company to concentration of credit risk consist of cash in financial institutions (in excess of federally insured limits) and trade receivables.

The Company had certain customers whose revenue individually represented 10% or more of the Company’s total revenue, or whose accounts receivable balances individually represented 10% or more of the Company’s total accounts receivable, as follows:

For the three and nine months ended September 30, 2024 three customers accounted for 60.5% and 35.7% of revenue, respectively. For the three and nine months ended September 30, 2023 two customers and one customer accounted for 62.2% and 30.9% of revenue, respectively.

During the three and nine months ended September 30, 2024, the Company's top five customers accounted for approximately 72.3% and 49.2% of the Company’s total revenue, respectively. During the three and nine months ended September 30, 2023, the Company's top five customers accounted for approximately 74.3% and 46.2% of the Company’s total revenue, respectively.

At September 30, 2024, three customers accounted for 56.6% of accounts receivable. At December 31, 2023, three customers accounted for 60.9% of accounts receivable.

Approximately 68.2% and 74.0% of the Company’s trade accounts receivable balance was with five customers at September 30, 2024 and December 31, 2023, respectively. The Company estimates its maximum credit risk for accounts receivable at the amount recorded on the balance sheet. The trade accounts receivables are generally short-term and all probable bad debt losses have been appropriately considered in establishing the allowance for doubtful accounts.

Recently adopted accounting pronouncements

None Applicable

Recently issued accounting pronouncements not yet adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) Improvements to Reportable Segment Disclosures. ASU 2023-07 requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the Company’s CODM. The amendments in this update also provide new segment disclosure requirements for entities with a single reportable segment, and expand the interim segment disclosure requirements. ASU 2023-07 is effective for the fiscal year ending December 31, 2024 and for the Company’s interim periods beginning with the first quarter ended 2025. Early adoption is permitted and the amendments in this update are required to be applied on a retrospective basis. The Company is currently evaluating the impact of this guidance on its consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures. ASU 2023-09 requires disclosure of disaggregated income taxes paid in both U.S. and foreign jurisdictions, prescribes standard categories for the components of the effective tax rate reconciliation and modifies other income tax-related disclosures. ASU 2023-09 is effective for the Company’s fiscal year ending December 31, 2025. Early adoption is permitted and the amendments in this update should be applied on a prospective basis, though retrospective adoption is permitted. The Company is currently evaluating the impact of this guidance on its consolidated financial statements.

Related Parties (Details) - USD ($)	3 Months Ended		9 Months Ended
Related Parties (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Oct. 31, 2024	Oct. 01, 2024	Aug. 27, 2024	Aug. 16, 2024	Dec. 31, 2023
Related Party Transaction [Line Items]
Revenue	$ 1,918,218	$ 2,712,572	$ 3,500,154	$ 6,687,485
Accounts receivable, net	1,668,538		1,668,538						$ 1,724,899
Senior Convertible Notes - October 2024 \| Subsequent Event
Related Party Transaction [Line Items]
Number of securities called by warrants (in shares)					1,102,295
Promissory Notes \| Promissory Notes - August 27, 2024
Related Party Transaction [Line Items]
Debt instrument, face amount							$ 250,000
Promissory Notes \| Promissory Notes - August 16, 2024
Related Party Transaction [Line Items]
Debt instrument, face amount								$ 750,000
Promissory Notes \| Senior Convertible Notes - October 2024 \| Subsequent Event
Related Party Transaction [Line Items]
Debt instrument, face amount					$ 3,750,000.01
Gregory Poilasne and David Robson \| Promissory Notes \| Promissory Notes - August 27, 2024
Related Party Transaction [Line Items]
Debt instrument, face amount							$ 500,000
Gregory Poilasne and David Robson \| Promissory Notes \| Promissory Notes - August 16, 2024
Related Party Transaction [Line Items]
Debt instrument, face amount								$ 1,500,000
Chief Executive Officer \| Promissory Notes \| Promissory Notes - August 16, 2024
Related Party Transaction [Line Items]
Funded amount	610,500		610,500
Chief Executive Officer \| Promissory Notes \| Senior Convertible Notes - October 2024 \| Subsequent Event
Related Party Transaction [Line Items]
Debt instrument, face amount					$ 250,000
Number of securities called by warrants (in shares)						73,487
Related Party
Related Party Transaction [Line Items]
Revenue	0	$ 63,407	139,176	$ 129,077
Accounts receivable, net	$ 0		$ 0						$ 0

Leases (Tables)

9 Months Ended

Sep. 30, 2024

Leases [Abstract]

Schedule of lease costs

Supplemental unaudited condensed consolidated balance sheet information related to leases is as follows:


	Classification	September 30, 2024		December 31, 2023

Operating lease assets	Right-of-use operating lease assets	$	4,624,783	4,839,526
Finance lease assets	Property, plant and equipment, net	8,636		13,154
Total lease assets		$	4,633,420	$	4,852,680

Operating lease liabilities - current	Operating lease liabilities - current	$	971,631	856,250
Operating lease liabilities - noncurrent	Operating lease liabilities - noncurrent	4,391,413		4,646,383
Finance lease liabilities - current	Other liabilities - current	7,279		7,391
Finance lease liabilities - noncurrent	Other long-term liabilities	3,158		7,764
Total lease liabilities		$	5,373,481	$	5,517,788

The components of lease expense are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023

Operating lease expense	Selling, general and administrative	$	232,255	$	228,633	$	689,503	$	685,900
Finance lease expense:
Amortization of finance lease assets	Selling, general and administrative	1,370		1,414		3,917		4,242
Interest on finance lease liabilities	Interest (expense) income, net	314		424		992		1,373
Total lease expense		$	233,938	$	230,471	$	694,412	$	691,515

Lease term and discount rate:


	September 30, 2024	December 31, 2023
Weighted-average remaining lease terms (in years):
Operating lease	7.0	7.8
Finance lease	1.5	2.5

Weighted-average discount rate:
Operating lease	7.8%	7.8%
Finance lease	7.8%	7.8%

Other Information:


	Nine Months Ended September 30,		Nine Months Ended September 30,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows - operating leases	$	223,892	$	355,133
Operating cash flows - finance leases	$	5,459	$	8,507
Financing cash flows - finance leases	$	7,816	$	5,375

Leased assets obtained in exchange for new finance lease liabilities	$	8,636	$	14,001
Leased assets obtained in exchange for new operating lease liabilities	$	—	$	—

Schedule of lessee, operating lease, liability, maturity


	Operating Lease		Finance Lease
Maturities of lease liabilities are as follows:	September 30, 2024		September 30, 2024
2024	$	304,059	$	1,820
2025	951,350		7,279
2026	981,717		1,820
2027	987,955		—
2028	937,727		—
Thereafter	2,860,827		—
Total lease payments	7,023,635		10,919
Less: interest	(1,660,592)		(481)
Total lease obligations	$	5,363,043	$	10,438

Schedule of finance lease, liability, maturity


	Operating Lease		Finance Lease
Maturities of lease liabilities are as follows:	September 30, 2024		September 30, 2024
2024	$	304,059	$	1,820
2025	951,350		7,279
2026	981,717		1,820
2027	987,955		—
2028	937,727		—
Thereafter	2,860,827		—
Total lease payments	7,023,635		10,919
Less: interest	(1,660,592)		(481)
Total lease obligations	$	5,363,043	$	10,438

Schedule of sublease income

Sublease income are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023

Sublease lease income	Other, net	$	86,675	$	134,402	$	300,054	$	366,087

Schedule of lease income

Lease income are as follows:


		Three Months Ended September 30,		Three Months Ended September 30,		Nine Months Ended September 30,		Nine Months Ended September 30,
	Classification	2024		2023		2024		2023
Lease income	Products and services	$	1,138	$	—	$	3,415	$	24,027
Interest income	Products and services	4,823		3,797		13,802		10,228
Total lease income		$	5,961	$	3,797	$	17,217	$	34,255

Account Receivables, Net (Details) - USD ($)	9 Months Ended
Account Receivables, Net (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Less: allowance for credit losses	$ (316,471)	$ (382,598)
Accounts receivable, net	1,668,538	1,724,899
Allowance for credit losses:
Balance December 31, 2023	(382,598)
Provision	(41,930)
Write-off	0
Recoveries	108,057
Balance at September 30, 2024	(316,471)
Trade receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Trade receivables	$ 1,985,009	$ 2,107,497

Account Receivables, Net (Tables)

9 Months Ended

Sep. 30, 2024

Receivables [Abstract]

Schedule of accounts receivable

The following tables summarizes the Company's accounts receivable:


		September 30, 2024		December 31, 2023

Trade receivables		$	1,985,009	$	2,107,497

Less: allowance for credit losses		(316,471)		(382,598)

	Accounts receivable, net	$	1,668,538	$	1,724,899

Allowance for credit losses:

	Balance December 31, 2023	$	(382,598)
	Provision	(41,930)
	Write-off	—
	Recoveries	108,057
	Balance at September 30, 2024	$	(316,471)

Income Taxes (Tables)

9 Months Ended

Sep. 30, 2024

Income Tax Disclosure [Abstract]

Schedule of income tax information


	Three Months Ended September 30,						Nine Months Ended September 30,
	2024			2023			2024			2023
Income tax expense	$	—		$	—		$	—		$	—
Effective tax rate	0.0		%	0.0		%	0.0		%	0.0		%

Pay vs Performance Disclosure - USD ($)	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (1,649,843)	$ (8,341,630)	$ (12,327,595)	$ (24,000,586)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-6

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Section 65
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-URI https://asc.fasb.org/1943274/2147476176/805-60-65-1

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (g)(3)
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Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(20))
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (SX 210.4-08(g)(1)(ii))
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147482765/220-10-50-6

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-3

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
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-Subparagraph (a)
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/exampleRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 20: http://www.xbrl.org/2003/role/disclosureRef
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Reference 21: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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Reference 23: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 24: http://www.xbrl.org/2003/role/disclosureRef
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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
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Reference 26: http://www.xbrl.org/2003/role/disclosureRef
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Reference 27: http://www.xbrl.org/2003/role/disclosureRef
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Reference 28: http://www.xbrl.org/2003/role/disclosureRef
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Reference 29: http://www.xbrl.org/2003/role/disclosureRef
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Reference 30: http://www.xbrl.org/2003/role/disclosureRef
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Reference 31: http://www.xbrl.org/2003/role/disclosureRef
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Reference 32: http://www.xbrl.org/2003/role/disclosureRef
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Reference 33: http://www.xbrl.org/2003/role/disclosureRef
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Reference 34: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 35: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147482790/220-10-45-1A

Reference 36: http://www.xbrl.org/2003/role/disclosureRef
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Reference 37: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Derivative Liability - Non-Controlling Redeemable Preferred Stock

9 Months Ended

Sep. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Liability - Non-Controlling Redeemable Preferred Stock

The Company has determined that the redemption features embedded in the non-controlling redeemable preferred stock is required to be accounted for separately from the redeemable preferred stock as a derivative liability. Separation of the redemption features as a derivative liability is required because its economic characteristics and risks are considered more akin to a debt instrument, and therefore, not considered to be clearly and closely related to the economic characteristics of the redeemable preferred stock. The economic characteristics of the redemption features are considered more akin to a debt instrument because the minimum redemption value could be greater than the face amount, the redemption features are contingently exercisable, and the shares carry a fixed mandatory dividend.

Accordingly, the Company has recorded an embedded derivative liability representing the estimated fair value of the right of the holders to exercise their redemption option upon the occurrence of a redemption event. The embedded derivative liability is adjusted to reflect fair value at each period end with changes in fair value recorded in the “Change in fair value of derivative

liability” financial statement line item of the Company’s condensed consolidated statements of operations. For additional information on the non-controlling redeemable preferred stock, see Note 19.

The following table displays the fair value of derivatives by balance sheet line item:


	September 30, 2024		December 31, 2023

Derivative liability - non-controlling redeemable preferred shares	$	—	$	309,728

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2024

Accounting Policies [Abstract]

Schedule of assets and liabilities included in the company’s condensed consolidated balance sheets

The following table summarizes the carrying amounts of the Company's VIE assets and liabilities included in the Company’s condensed consolidated balance sheets at September 30, 2024 and December 31, 2023:


	September 30, 2024		December 31, 2023
Assets

Cash	$	10,477	$	27,337




Intercompany loan receivable	$	830,000	—
Prepaid expenses and other current assets	—		1,363







Total Assets	$	840,477	$	28,700

Liabilities

Accounts payable	$	—	$	8,380
Accrued expenses and dividend payable	—		620,421
Promissory notes	847,446		—






Derivative liability - non-controlling redeemable preferred shares	—		309,728

Total Liabilities	$	847,446	$	938,529

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Summary of Significant Accounting Policies - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022	Oct. 15, 2024
Summary of Significant Accounting Policies [Line Items]
Accumulated deficit	$ 160,543,887		$ 160,543,887		$ 148,240,859
Operating loss	1,836,841	$ 8,463,320	14,848,090	$ 24,657,090	32,100,000	$ 36,900,000
Net cash used in operating activities			12,242,822	$ 6,200,232	21,300,000	$ 34,100,000
Cash	325,245		325,245		1,534,660
Working capital	1,300,000		1,300,000
Stockholders’ equity	3,004,987		3,004,987		6,990,463
Restricted cash	$ 480,000		$ 480,000		480,000
Levo Mobility LLC \| Subsequent Event
Summary of Significant Accounting Policies [Line Items]
Ownership (percent)							100.00%
Levo Mobility LLC \| Stonepeak
Summary of Significant Accounting Policies [Line Items]
Stonepeak and Evolve ownership (percent)	49.00%		49.00%
Variable Interest Entity \| Levo Mobility LLC
Summary of Significant Accounting Policies [Line Items]
Cash	$ 10,477		$ 10,477		$ 27,337
Variable interest entity			51.00%
Variable Interest Entity \| Levo Mobility LLC \| Stonepeak
Summary of Significant Accounting Policies [Line Items]
Variable interest entity			49.00%
Variable Interest Entity \| WISE EV LLC
Summary of Significant Accounting Policies [Line Items]
Variable interest entity			51.00%

Derivative Liability - Non-Controlling Redeemable Preferred Stock (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Oct. 15, 2024	Dec. 31, 2023
Embedded Derivative [Line Items]
Fair Value, Net Derivative Asset (Liability), Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Change in fair value of derivative liability
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Fair Value Adjustment of Warrants, Change in fair value of derivative liability
Derivative liability - non-controlling redeemable preferred shares	$ 0		$ 309,728
Levo LLCA \| Subsequent Event
Embedded Derivative [Line Items]
Ownership (percent)		100.00%
Other Long-term Liabilities
Embedded Derivative [Line Items]
Derivative liability - non-controlling redeemable preferred shares	$ 0		$ 309,728

Net Loss Per Share Attributable to Common Stockholders

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Net Loss Per Share Attributable to Common Stockholders

The following table sets forth the calculation of basic and diluted net loss per share attributable to common stockholders during the three and nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023

Net loss attributable to Nuvve Holding Corp. common stockholders	$	(1,649,843)	$	(8,575,188)	$	(12,327,595)	$	(24,697,046)
Weighted-average shares used to compute net loss per share attributable to Nuvve common stockholders, basic and diluted	666,894		804,775		567,486		704,310
Net Loss per share attributable to Nuvve common stockholders, basic and diluted	$	(2.47)	$	(10.66)	$	(21.72)	$	(35.07)

The following outstanding shares of common stock equivalents were excluded from the calculation of the diluted net loss per share attributable to Nuvve common stockholders because their effect would have been anti-dilutive:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2024	2023	2024	2023
Stock options issued and outstanding	6,834	6,425	6,834	6,392
Nonvested restricted stock issued and outstanding	0	1,280	0	2,380
Public warrants	7,188	7,188	7,188	7,188
Private warrants - February 2020	341	341	341	341
Private pre-funded warrants - July 2024	30,000	—	30,000	—
PIPE warrants	3,384	3,384	3,384	3,384
Stonepeak and Evolve warrants	0	15,000	0	15,000
Stonepeak and Evolve options	0	12,500	0	12,500
2022 July Institutional/Accredited Investor Warrants	10,000	10,000	10,000	10,000

Underwriter Warrant - February 2024 offering	48,000	—	48,000	—
2024 February Institutional/Accredited Investor Warrants - series A	480,000	—	480,000	—
2024 February Institutional/Accredited Investor Warrants - series B	450,000	—	450,000	—
2024 February Institutional/Accredited Investor Warrants - series C	480,000	—	480,000	—
Total	1,515,747	56,118	1,515,747	57,184

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parentheticals) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Temporary equity, par value (in Dollars per share)	$ 0	$ 0
Temporary equity, shares authorized (in Shares)	1,000,000	1,000,000
Temporary equity, shares issued (in Shares)	0	3,138
Temporary equity, shares outstanding (in Shares)	0	3,138
Temporary equity, liquidation preference	$ 0	$ 3,750,201
Preferred stock par value (in Dollars per share)	$ 0.0001
Preferred stock, shares authorized (in Shares)	1,000,000
Common stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in Shares)	100,000,000	100,000,000
Common stock, shares issued (in Shares)	874,949	124,659
Common stock, shares outstanding (in Shares)	874,949	124,659
Class D Incentive Units
Temporary equity, par value (in Dollars per share)	$ 0	$ 0
Temporary equity, shares authorized (in Shares)	1,000,000	1,000,000
Temporary equity, shares issued (in Shares)	0	50,000
Temporary equity, shares outstanding (in Shares)	0	50,000
Cumulative Preferred Stock
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in Shares)	1,000,000	1,000,000
Preferred stock, shares issued (in Shares)	0	0
Preferred stock, shares outstanding (in Shares)	0	0

Revenue Recognition - Schedule of information regarding disaggregated revenue based on revenue by service (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Deferred Revenue Arrangement [Line Items]
Total revenue	$ 1,918,218	$ 2,712,572	$ 3,500,154	$ 6,687,485
Services - engineering and others
Deferred Revenue Arrangement [Line Items]
Total revenue	1,111,863	301,656	1,478,363	931,853
Grid services
Deferred Revenue Arrangement [Line Items]
Total revenue	153,636	564,821	308,574	788,409
Grants
Deferred Revenue Arrangement [Line Items]
Total revenue	108,885	73,563	323,722	219,082
Products
Deferred Revenue Arrangement [Line Items]
Total revenue	$ 543,834	$ 1,772,532	$ 1,389,495	$ 4,748,141

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 41
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-41

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 4: http://fasb.org/us-gaap/role/ref/otherTransitionRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 5: http://fasb.org/us-gaap/role/ref/otherTransitionRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479941/924-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 5
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-5

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-30

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-42

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-40

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 4
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479806/606-10-50-4

+ Details

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenue
Total revenue	$ 1,918,218	$ 2,712,572	$ 3,500,154	$ 6,687,485
Operating expenses
Selling, general, and administrative	2,126,681	6,481,759	12,544,563	18,751,119
Research and development	710,291	2,292,908	3,773,435	6,780,211
Total operating expenses	3,755,059	11,175,892	18,348,244	31,344,575
Operating loss	(1,836,841)	(8,463,320)	(14,848,090)	(24,657,090)
Other income (expense)
Interest (expense) income, net	(242,468)	16,213	(222,720)	105,194
Change in fair value of warrants liability	329,990	214,573	2,642,424	144,609
Change in fair value of derivative liability	0	67,366	(3,626)	73,585
Other, net	99,476	(168,177)	104,417	356,155
Total other income, net	186,998	129,975	2,520,495	679,543
Loss before taxes	(1,649,843)	(8,333,345)	(12,327,595)	(23,977,547)
Income tax expense	0	0	0	0
Net loss	(1,649,843)	(8,333,345)	(12,327,595)	(23,977,547)
Less: Net (loss) income attributable to non-controlling interests	0	8,285	0	23,039
Net loss attributable to Nuvve Holding Corp.	(1,649,843)	(8,341,630)	(12,327,595)	(24,000,586)
Less: Preferred dividends on redeemable non-controlling interests	0	72,092	0	212,062
Less: Accretion on redeemable non-controlling interests preferred shares	0	161,466	0	484,398
Net loss attributable to Nuvve Holding Corp. common stockholders	$ (1,649,843)	$ (8,575,188)	$ (12,327,595)	$ (24,697,046)
Net loss per share attributable to Nuvve Holding Corp. common stockholders, basic (in Dollars per share)	$ (2.47)	$ (10.66)	$ (21.72)	$ (35.07)
Net loss per share attributable to Nuvve Holding Corp. common stockholders, diluted (in Dollars per share)	$ (2.47)	$ (10.66)	$ (21.72)	$ (35.07)
Weighted-average shares used in computing net loss per share attributable to Nuvve Holding Corp. common stockholders, basic (in Shares)	666,894	804,775	567,486	704,310
Weighted-average shares used in computing net loss per share attributable to Nuvve Holding Corp. common stockholders, diluted (in Shares)	666,894	804,775	567,486	704,310
Products
Revenue
Total revenue	$ 543,834	$ 1,772,532	$ 1,389,495	$ 4,748,141
Operating expenses
Cost of revenue	409,390	2,314,854	1,002,964	5,037,756
Services
Revenue
Total revenue	1,265,499	866,477	1,786,937	1,720,262
Operating expenses
Cost of revenue	508,697	86,371	1,027,282	775,489
Grants
Revenue
Total revenue	$ 108,885	$ 73,563	$ 323,722	$ 219,082

Organization and Description of Business (Details)					9 Months Ended
Organization and Description of Business (Details)	Sep. 16, 2024	Sep. 09, 2024	Jan. 19, 2024	Jan. 05, 2024	Sep. 30, 2024 subsidiary	Oct. 15, 2024	Aug. 16, 2024 membershipUnit $ / shares	May 17, 2021 $ / shares
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Stock conversion ratio	0.1	0.1	0.025
Sale price (in Dollars per share)								$ 20,000
Minimum
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Stock conversion ratio		0.1		0.025
Maximum
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Stock conversion ratio		0.5		0.5
Levo Mobility LLC \| Subsequent Event
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership (percent)						100.00%
Levo Mobility LLC \| Variable Interest Entity
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Variable interest entity					51.00%
Stonepeak \| Levo Mobility LLC \| Variable Interest Entity
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Variable interest entity					49.00%
Nuvve
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Number of wholly owned subsidiaries \| subsidiary					3
Nuvve \| Deep Impact
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Company's equity ownership							51.00%
Sale price (in Dollars per share)							$ 51
Equity investment, Membership units acquired \| membershipUnit							51
Nuvve Corp.
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Number of wholly owned subsidiaries \| subsidiary					4
WISE EV LLC \| Deep Impact
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Company's equity ownership							49.00%
Sale price (in Dollars per share)							$ 49
Equity investment, Membership units acquired \| membershipUnit							49

Revenue Recognition (Tables)

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Schedule of information regarding disaggregated revenue based on revenue by service

The following table provides information regarding disaggregated revenue:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue recognized over time:
Services - engineering and others	$	1,111,863	$	301,656	$	1,478,363	$	931,853
Grid services	153,636		564,821		308,574		788,409
Grants	108,885		73,563		323,722		219,082
Revenue recognized at point in time:
Products	543,834		1,772,532		1,389,495		4,748,141
Total revenue	$	1,918,218	$	2,712,572	$	3,500,154	$	6,687,485

Schedule of aggregate amount of revenue for the Company’s existing contracts with customers

The aggregate amount of revenue for the Company’s existing contracts and grants with customers as of September 30, 2024 expected to be recognized in the future, and classified as deferred revenue on the condensed consolidated balance sheet, for year ended December 31, is as follows (this disclosure does not include revenue related to contracts whose original expected duration is one year or less):


2024 (remaining three months)	110,093
2025	479,103
2026	137,605
2027	115,116
Thereafter	122,864
Total (1)	$	964,781

__________________

(1) The revenue recognition is subject to the completion of construction and commissioning of the EV infrastructure.

Schedule of segment revenue and assets

The following table summarizes the Company’s revenues by geography:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenues:
United States	$	1,814,904	$	2,552,138	$	3,316,968	$	6,290,200
United Kingdom	—		—		—		33,047
Denmark	103,314		160,434		183,186		364,238
	$	1,918,218	$	2,712,572	$	3,500,154	$	6,687,485

The following table summarizes the Company’s intangible assets and property, plant and equipment in different geographic locations:


	September 30, 2024		December 31, 2023
Long-lived assets:
United States	$	1,577,709	$	1,741,009
United Kingdom	1,901		2,894
Denmark	189,212		224,564
	$	1,768,822	$	1,968,467

Property, Plant and Equipment (Details) - USD ($)	3 Months Ended		9 Months Ended
Property, Plant and Equipment (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 1,244,022		$ 1,244,022		$ 1,185,057
Less: Accumulated Depreciation	(572,825)		(572,825)		(418,793)
Property, plant and equipment, net	671,197		671,197		766,264
Depreciation expense	48,963	$ 35,936	151,847	$ 132,465
Computers & Servers
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 170,044		$ 170,044		154,337
Computers & Servers \| Minimum
Property, Plant and Equipment [Line Items]
Useful lives	1 year		1 year
Computers & Servers \| Maximum
Property, Plant and Equipment [Line Items]
Useful lives	3 years		3 years
Vehicles
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 65,614		$ 65,614		65,577
Vehicles \| Minimum
Property, Plant and Equipment [Line Items]
Useful lives	5 years		5 years
Vehicles \| Maximum
Property, Plant and Equipment [Line Items]
Useful lives	7 years		7 years
Office furniture and equipment
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 366,323		$ 366,323		366,323
Office furniture and equipment \| Minimum
Property, Plant and Equipment [Line Items]
Useful lives	3 years		3 years
Office furniture and equipment \| Maximum
Property, Plant and Equipment [Line Items]
Useful lives	5 years		5 years
Test units and loaned chargers
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 642,040		$ 642,040		$ 598,820
Test units and loaned chargers \| Minimum
Property, Plant and Equipment [Line Items]
Useful lives	5 years		5 years
Test units and loaned chargers \| Maximum
Property, Plant and Equipment [Line Items]
Useful lives	7 years		7 years

Property, Plant and Equipment (Tables)

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

The following table summarizes the Company’s property, plant and equipment balance:


	Useful Lives			September 30, 2024		December 31, 2023


Computers & Servers	1 year	to	3 years	$	170,044	$	154,337
Vehicles	5 years	to	7 years	65,614		65,577

Office furniture and equipment	3 years	to	5 years	366,323		366,323
Test units and loaned chargers (1)	5 years	to	7 years	642,040		598,820
Total				1,244,022		1,185,057
Less: Accumulated Depreciation				(572,825)		(418,793)
Property, plant and equipment, net				$	671,197	$	766,264


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Depreciation expense	$	48,963	$	35,936	$	151,847	$	132,465

__________________

(1) Represents DC Chargers temporary loaned out to customers while their DC Chargers are being repaired.

Non-Controlling Interest - Redeemable noncontrolling interest reconciliation (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Increase (Decrease) in Temporary Equity [Roll Forward]
Ending balance	$ 2,640,394
Redeemable non controlling interests
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning balance	4,193,629	$ 3,547,765
Preferred share Accretion adjustment	322,932	645,864
Cancellation of non-controlling interests	(4,516,561)	0
Ending balance	$ 0	$ 4,193,629

Stockholders’ Equity (Deficit) (Details)									9 Months Ended
Stockholders’ Equity (Deficit) (Details)	Sep. 16, 2024	Sep. 09, 2024	Feb. 02, 2024 USD ($)	Jan. 31, 2024 $ / shares shares	Jan. 19, 2024	May 17, 2021 USD ($) $ / shares shares	Nov. 11, 2020 USD ($) $ / shares shares	Feb. 19, 2020 shares	Sep. 30, 2024 USD ($) class_of_stock $ / shares shares	Oct. 15, 2024	Dec. 31, 2023 USD ($) $ / shares shares
Stockholders' Equity [Line Items]
Stock conversion ratio	0.1	0.1			0.025
Number of classes of stock \| class_of_stock									2
Authorized capital stock (in Shares)									101,000,000
Common stock, shares authorized									100,000,000		100,000,000
Common stock par value (in Dollars per share) \| $ / shares									$ 0.0001		$ 0.0001
Preferred stock, shares authorized									1,000,000
Preferred stock par value (in Dollars per share) \| $ / shares									$ 0.0001
Warrants outstanding, term						10 years
Number of Warrants Exercisable (in shares)									1,508,913
Recurring fair value measurements \| $									$ 914,841		$ 314,349
Purchase agreement, authorized amount \| $						$ 250,000,000
Sale price (in Dollars per share) \| $ / shares						$ 20,000
Grant date fair value of securities purchase agreement \| $						$ 12,600,000
Investor
Stockholders' Equity [Line Items]
Common stock shares purchase (in Shares)							3,563
Levo LLCA \| Subsequent Event
Stockholders' Equity [Line Items]
Ownership (percent)										100.00%
Stonepeak/Evolve Warrants - series B
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares						$ 4,000
Number of securities called by warrants (in shares)						5,000
Stonepeak/Evolve Warrants - series C
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares						$ 6,000
Number of securities called by warrants (in shares)						2,500
Percent of warrants vested upon issuance						50.00%
Percent of warrants vested upon additional capital expenditures						50.00%
Additional capital expenditure to trigger exercise of nonvested warrants \| $						$ 125,000,000
Stonepeak/Evolve Warrants - series D
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares						$ 8,000
Number of securities called by warrants (in shares)						2,500
Percent of warrants vested upon issuance						50.00%
Percent of warrants vested upon additional capital expenditures						50.00%
Additional capital expenditure to trigger exercise of nonvested warrants \| $						$ 250,000,000
Stonepeak/Evolve Warrants - series E
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares						$ 12,000
Number of securities called by warrants (in shares)						2,500
Percent of warrants vested upon issuance						50.00%
Percent of warrants vested upon additional capital expenditures						50.00%
Additional capital expenditure to trigger exercise of nonvested warrants \| $						$ 375,000,000
Stonepeak/Evolve Warrants - series F
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares						$ 16,000
Number of securities called by warrants (in shares)						2,500
Percent of warrants vested upon issuance						50.00%
Percent of warrants vested upon additional capital expenditures						50.00%
Additional capital expenditure to trigger exercise of nonvested warrants \| $						$ 500,000,000
Option vesting period						180 days
PIPE warrants
Stockholders' Equity [Line Items]
Sale of units (in Shares)							1.9
Sale price (in Dollars per share) \| $ / shares							$ 4,600
Percent of one share of common stock								50.00%
Stonepeak
Stockholders' Equity [Line Items]
Percent of warrants issued						90.00%
Evolve
Stockholders' Equity [Line Items]
Percent of warrants issued						10.00%
Newborn
Stockholders' Equity [Line Items]
Amount of purchase \| $							$ 14,250,000
Newborn \| Investor
Stockholders' Equity [Line Items]
Sale price (in Dollars per share) \| $ / shares							$ 4,000
Warrants
Stockholders' Equity [Line Items]
Sale of units (in Shares)								14,375
Stonepeak/Evolve Warrants - series B
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares									$ 4,000
Number of Warrants Exercisable (in shares)									0
Recurring fair value measurements \| $						$ 12,800,000
Stonepeak/Evolve Warrants - series C
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares									$ 6,000
Number of Warrants Exercisable (in shares)									0
Recurring fair value measurements \| $						5,600,000
Stonepeak/Evolve Warrants - series D
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares									$ 8,000
Number of Warrants Exercisable (in shares)									0
Recurring fair value measurements \| $						4,800,000
Stonepeak/Evolve Warrants - series E
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares									$ 12,000
Number of Warrants Exercisable (in shares)									0
Recurring fair value measurements \| $						3,800,000
Stonepeak/Evolve Warrants - series F
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares									$ 16,000
Number of Warrants Exercisable (in shares)									0
Recurring fair value measurements \| $						$ 3,200,000
Stonepeak Warrants \| Securities Purchase Agreement
Stockholders' Equity [Line Items]
Percent of warrants issued						90.00%
Evolve Warrants \| Securities Purchase Agreement
Stockholders' Equity [Line Items]
Percent of warrants issued						10.00%
Underwriting Agreement
Stockholders' Equity [Line Items]
Amount of purchase \| $			$ 9,600,000
Per unit price (in Dollars per share) \| $ / shares				$ 20.00
Share price adjustment \| $ / shares				19.9990
Underwriting Agreement \| Underwriter Warrants
Stockholders' Equity [Line Items]
Exercise price (in Dollars per share) \| $ / shares				$ 20.00
Warrants outstanding, term				5 years
Number of securities called by warrants (in shares)				48,000
Number of Warrants Exercisable (in shares)				24,000
Underwriting Agreement \| Common Stock
Stockholders' Equity [Line Items]
Underwriter agent fee percentage			7.00%
Sale of units (in Shares)				303,500
Underwriting Agreement \| Warrants \| Pre-Funded Warrants
Stockholders' Equity [Line Items]
Sale of units (in Shares)				176,500
Exercise price (in Dollars per share) \| $ / shares				$ 0.0010
Underwriting Agreement \| Warrants \| Series A Warrants
Stockholders' Equity [Line Items]
Sale of units (in Shares)				480,000
Exercise price (in Dollars per share) \| $ / shares				$ 20.00
Warrants outstanding, term				5 years
Class of warrant or right, number of securities called by each warrant				1
Underwriting Agreement \| Warrants \| Series B Warrants
Stockholders' Equity [Line Items]
Sale of units (in Shares)				480,000
Exercise price (in Dollars per share) \| $ / shares				$ 20.00
Warrants outstanding, term				9 months
Class of warrant or right, number of securities called by each warrant				1
Underwriting Agreement \| Warrants \| Series C Warrants
Stockholders' Equity [Line Items]
Sale of units (in Shares)				480,000
Exercise price (in Dollars per share) \| $ / shares				$ 20.00
Warrants outstanding, term				5 years
Class of warrant or right, number of securities called by each warrant				1
Private Placement \| Newborn
Stockholders' Equity [Line Items]
Number of warrants per unit (in Shares)								1
Private Placement \| Warrants
Stockholders' Equity [Line Items]
Aggregate share purchase (in Shares)								681

Stock Option Plan - Schedule of stock-based compensation expense for stock options (Details) - Selling, general and administrative - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	$ 601,075	$ 1,128,244	$ 1,991,884	$ 3,197,471
Options
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	598,588	663,369	1,638,820	2,014,240
Restricted stock
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	2,487	423,928	290,443	1,409,735
Stock options - modified options
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	0	9,721	169	33,971
Profit interest units
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation	$ 0	$ 31,226	$ 62,452	$ (260,475)

Summary of Significant Accounting Policies - Concentrations of Credit Risk (Details) - Customer Concentration Risk	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Revenue Benchmark \| Three Customers
Revenue, Major Customer [Line Items]
Concentration risk	60.50%		35.70%
Revenue Benchmark \| Two Customers
Revenue, Major Customer [Line Items]
Concentration risk		62.20%
Revenue Benchmark \| One Customer
Revenue, Major Customer [Line Items]
Concentration risk				30.90%
Revenue Benchmark \| Top Five Customers
Revenue, Major Customer [Line Items]
Concentration risk	72.30%	74.30%	49.20%	46.20%
Accounts Receivable \| Three Customers
Revenue, Major Customer [Line Items]
Concentration risk			56.60%		60.90%
Accounts Receivable \| Five Customers
Revenue, Major Customer [Line Items]
Concentration risk			68.20%		74.00%

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Nov. 05, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-40296
Entity Registrant Name	NUVVE HOLDING CORP.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-1617000
Entity Address, Address Line One	2488 Historic Decatur Road, Suite 200
Entity Address, City or Town	San Diego,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92106
City Area Code	(619)
Local Phone Number	456-5161
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		874,949
Amendment Flag	false
Entity Central Index Key	0001836875
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--12-31
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	NVVE
Security Exchange Name	NASDAQ
Warrants
Document Information [Line Items]
Title of 12(b) Security	Warrants to Purchase Common Stock
Trading Symbol	NVVEW
Security Exchange Name	NASDAQ

Noncontrolling Interest - Schedule of Monte Carlo Simulation model to estimate the fair value of class D incentive Units (Details) - Class D Incentive Units	9 Months Ended
	Sep. 30, 2024
Noncontrolling Interest [Line Items]
Expected life of Class D Incentive Units (in years)	5 years 6 months
Risk-free interest rate	3.02%
Volatility	69.50%

Stock Option Plan

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Stock Option Plan

In 2010, the Company adopted the 2010 Equity Incentive Plan (the “2010 Plan”), which provides for the grant of restricted stock awards, stock options, and other share-based awards to employees, consultants, and directors. In November 2020, the Company’s Board of Directors extended the term of the 2010 Plan to July 1, 2021. In 2021, the Company adopted the 2020 Equity Incentive Plan (the “2020 Plan”), which provides for the grant of restricted stock awards, incentive and non-statutory stock options, and other share-based awards to employees, consultants, and directors. In June 2023, the 2020 Plan was amended, as approved by shareholders, to increase the shares of common stock reserved for issuance under the plan by 10,000 shares. As of September 30, 2024, there is an aggregate of 18,250 shares of common stock reserved for issuance under the 2020 Plan. All options granted to date have a ten year contractual life and vesting terms of four years. In general, vested options expire if not exercised 90 days after termination of service. A total of 16,212 shares of common stock remained available for future issuance under the 2020 Plan as of November 5, 2024. Forfeitures are accounted for as they occur.

Stock-based compensation expense recognized in selling, general, and administrative, and research and development are as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Options	$	598,588	$	663,369	$	1,638,820	$	2,014,240
Restricted stock	2,487		423,928		290,443		1,409,735
Stock options - modified options	—		9,721		169		33,971
Profit interest units	—		31,226		62,452		(260,475)
Total	$	601,075	$	1,128,244	$	1,991,884	$	3,197,471

The following is a summary of the stock option activity under the 2010 Plan for the nine months ended September 30, 2024:


	Shares	Weighted- Average Exercise Price per Share($)	Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value($)
Outstanding - December 31, 2023	1,916	1,033.50	3.53	—
Granted	—	—	—	—
Exercised	—	—	—	—
Forfeited	—	—	—	—
Expired/Cancelled	—	—	—	—
Outstanding - September 30, 2024	1,916	1,034.00	2.79	—

Options Exercisable at September 30, 2024	1,916	1,033.60	2.79	—
Options Vested at September 30, 2024	1,916	1,033.60	2.79	—

The weighted-average grant-date fair value of options granted during the nine months ended September 30, 2024 was zero.

The following is a summary of the stock option activity under the 2020 Plan for the nine months ended September 30, 2024:


	Shares	Weighted- Average Exercise Price per Share ($)	Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value($)
Outstanding - December 31, 2023	5,789	3,386.70	7.91	—
Granted	—	—	—	—
Exercised	—	—	—	—
Forfeited	(409)	1,238.90	—	—
Expired/Cancelled	(462)	1,095.40	—	—
Outstanding - September 30, 2024	4,919	3,775.99	6.93	—

Options Exercisable at September 30, 2024	3,257	4,979.61	6.57	—
Options Vested at September 30, 2024	3,257	4,979.61	6.57	—

The weighted-average grant-date fair value of options granted during the nine months ended September 30, 2024 was zero.

During the year ended December 31, 2021, 41,000 options were modified to lower the exercise price by $24.00 per share, which resulted in $246,000 of incremental compensation cost to be recognized over the remaining vesting period. The amount of additional compensation expense for the three and nine months ended September 30, 2024, was zero and $169, respectively. The amount of additional compensation expense for the three and nine months ended September 30, 2023, was $16,791 and $55,307, respectively.

Other Information:


	Nine Months Ended September 30,
	2024		2023
Amount received from option exercised	$	—	$	—

	September 30, 2024				Weighted average remaining recognition period
Total unrecognized options compensation costs	$	1,177,720			0.58

No amounts relating to the 2010 Plan or 2020 Plan have been capitalized. Compensation cost is recognized over the requisite service period based on the fair value of the options.

A summary of the status of the Company’s nonvested restricted stock units as of December 31, 2023, and changes during the nine months ended September 30, 2024, is presented below:


	Shares	Weighted- Average Grant Date Fair Value($)
Nonvested at December 31, 2023	1,031	980.30
Granted	—	—
Vested/Release	(737)	2,611.40
Cancelled/Forfeited	(293)	2,801.30
Nonvested and Outstanding at September 30, 2024	—	—

As of September 30, 2024, there was zero of total unrecognized compensation cost related to nonvested restricted stock.

Property, Plant and Equipment

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

The following table summarizes the Company’s property, plant and equipment balance:


	Useful Lives			September 30, 2024		December 31, 2023


Computers & Servers	1 year	to	3 years	$	170,044	$	154,337
Vehicles	5 years	to	7 years	65,614		65,577

Office furniture and equipment	3 years	to	5 years	366,323		366,323
Test units and loaned chargers (1)	5 years	to	7 years	642,040		598,820
Total				1,244,022		1,185,057
Less: Accumulated Depreciation				(572,825)		(418,793)
Property, plant and equipment, net				$	671,197	$	766,264


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Depreciation expense	$	48,963	$	35,936	$	151,847	$	132,465

__________________

(1) Represents DC Chargers temporary loaned out to customers while their DC Chargers are being repaired.

Related Parties	9 Months Ended
Related Parties	Sep. 30, 2024
Related Party Transactions [Abstract]
Related Parties	Related Parties As described in Note 6, the Company holds equity interests in and provides certain consulting services to Dreev, an entity in which a stockholder of the Company owns the other portion of Dreev’s equity interests. During the three and nine months ended September 30, 2024 the Company recognized revenue of zero and $139,176, respectively, from an entity that is an investor in the Company. During the three and nine months ended September 30, 2023, the Company recognized revenue of $63,407 and $129,077, respectively, from an entity that is an investor in the Company. The Company had a balance of accounts receivable of zero at September 30, 2024 and December 31, 2023 from the same entity that is an investor in the Company. As described in Note 11, on August 27, 2024, the Company issued Promissory Notes with a conversion option to each of Gregory Poilasne and David Robson, the Chief Executive Officer and Chief Financial Officer of the Company, in exchange for an aggregate principal amount of $500,000. Each Promissory Note was issued with an original principal amount of $250,000. As described in Note 11, and in connection with the formation of the Deep Impact (see Note 1), Promissory Notes with a conversion option were issued to each of Gregory Poilasne and David Robson, the Chief Executive Officer and Chief Financial Officer of the Company, respectively, in exchange for an aggregate of $1,500,000, to further support project costs in exchange for their investment into Deep Impact. Each Promissory Note was issued with an original principal amount of $750,000. As of September 30, 2024, the Chief Executive Officer and Chief Financial Officer have funded $610,500 and $230,000, respectively, of the Promissory Notes. As described in Note 11, on October 1, 2024, the Company issued senior convertible notes with a conversion option to certain investors, including Gregory Poilasne, the Chief Executive Officer of the Company, in exchange for a principal amount of $250,000, and a Warrant to purchase 73,487 shares of Common Stock.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 5
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-URI https://asc.fasb.org/1943274/2147480990/946-20-50-5

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147480990/946-20-50-6

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org/1943274/2147477968/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (e)
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/850/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-6

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 850
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-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483326/850-10-50-1

+ Details

Income Taxes (Details) - USD ($)	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income tax expense	$ 0	$ 0	$ 0	$ 0
Effective tax rate	0.00%	0.00%	0.00%	0.00%

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Subparagraph (ee)
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/exampleRef
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-Paragraph 231
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-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 22
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-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 1
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
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-Subparagraph (a)
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-URI https://asc.fasb.org/1943274/2147482659/740-20-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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-SubTopic 10
-Topic 235
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

+ Details

Fair Value Measurements - Schedule of fair value on a recurring basis (Details) - USD ($)	3 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024
Non-controlling redeemable preferred shares - derivative liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance	$ 313,354	$ 321,261	$ 309,728
Initial fair value	0		0
Exercise warrants	0
Cancelled - non-controlling redeemable preferred shares	(313,354)
Total (gains) losses for period included in earnings	0	(7,907)	11,533
Balance	0	313,354	321,261
Private warrants - February 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance	0	0	0
Initial fair value	0		0
Exercise warrants	0
Cancelled - non-controlling redeemable preferred shares	0
Total (gains) losses for period included in earnings	0	0	0
Balance	0	0	0
Private warrants - July 2024
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance	0	0	0
Initial fair value	479,346		0
Exercise warrants	(239,673)
Cancelled - non-controlling redeemable preferred shares	0
Total (gains) losses for period included in earnings	(80,673)	0	0
Balance	159,000	0	0
Stonepeak and Evolve unvested warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance	0	0	0
Initial fair value	0		0
Exercise warrants	0
Cancelled - non-controlling redeemable preferred shares	0
Total (gains) losses for period included in earnings	0	0	0
Balance	0	0	0
2022 July Institutional/Accredited Investor warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance	0	3	4,621
Initial fair value	0		0
Exercise warrants	0
Cancelled - non-controlling redeemable preferred shares	0
Total (gains) losses for period included in earnings	0	(3)	(4,619)
Balance	0	0	3
2024 February Institutional/Accredited Investor warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance	1,484,504	3,069,274	0
Initial fair value	0		3,792,317
Exercise warrants	0
Cancelled - non-controlling redeemable preferred shares	0
Total (gains) losses for period included in earnings	(728,663)	(1,584,770)	(723,043)
Balance	$ 755,841	$ 1,484,504	$ 3,069,274

Debt - Schedule of debt (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Total outstanding principal balance	$ 2,504,063	$ 0
Less: unamortized debt issuance costs and discounts	(75,833)	0
Total debt	2,428,230	0
Less: current portion of long-term debt	2,328,230	0
Long-term debt, net of current portion	100,000	0
Term loan
Debt Instrument [Line Items]
Term loan	902,242	0
Promissory Notes - August 16, 2024
Debt Instrument [Line Items]
Promissory Notes	847,446	0
Promissory Notes - August 27, 2024
Debt Instrument [Line Items]
Promissory Notes	504,375	0
Senior Convertible Notes - October 2024
Debt Instrument [Line Items]
Promissory Notes	$ 250,000	$ 0

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended				9 Months Ended		12 Months Ended
	Sep. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Operating activities
Net loss	$ (1,649,843)	$ (6,728,737)	$ (8,333,345)	$ (7,660,105)	$ (12,327,595)	$ (23,977,547)
Adjustments to reconcile to net loss to net cash used in operating activities
Depreciation and amortization					254,275	237,043
Stock-based compensation					1,991,884	3,197,471
Loss on disposal of asset					0	(1,088)
Amortization of discount on debt and promissory notes					24,167	0
Change in fair value of warrants liability	(329,990)		(214,573)		(2,642,424)	(144,609)
Change in fair value of derivative liability					3,626	(73,585)
Warrants issuance costs					305,065	0
Gains from sale of investments in equity securities					0	(325,155)
Noncash lease expense					223,892	355,133
Change in operating assets and liabilities
Accounts receivable					56,361	(1,547,575)
Inventory					230,712	4,717,894
Prepaid expenses and other assets					728,999	304,031
Accounts payable					490,130	(705,658)
Due to customers					0	9,830,000
Accrued expenses and other liabilities					(1,524,707)	2,056,210
Deferred revenue					(57,207)	(122,797)
Net cash used in operating activities					(12,242,822)	(6,200,232)	$ (21,300,000)	$ (34,100,000)
Investing activities
Purchase of property and equipment					(54,630)	(199,877)
Proceeds from sale of investments in equity securities					0	1,325,155
Net cash (used) provided in investing activities					(54,630)	1,125,278
Financing activities
Proceeds from exercise of warrants					173,027	0
Proceeds from debt and promissory notes obligations					2,565,500	0
Repayment of debt and promissory notes obligations					(161,929)	0
Proceeds from Direct Offering of common stock, net of issuance costs					0	2,347,192
Proceeds from common stock offering, net of issuance costs					8,516,741	884,586
Payment of finance lease obligations					(7,816)	(5,375)
Net cash provided in financing activities					11,085,523	3,226,403
Effect of exchange rate on cash					2,514	(40,699)
Net decrease in cash and restricted cash					(1,209,415)	(1,889,250)
Cash and restricted cash at beginning of year		$ 2,014,660		$ 16,233,896	2,014,660	16,233,896	16,233,896
Cash and restricted cash at end of period	$ 805,245		$ 14,344,646		805,245	14,344,646	$ 2,014,660	$ 16,233,896
Supplemental Cash Flow Information [Abstract]
Cash paid for interest					$ 193,322	$ 0

Stock Option Plan - Schedule of other share based compensation information (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Amount received from option exercised	$ 0	$ 0
Total unrecognized options compensation costs	$ 1,177,720
Weighted average remaining recognition period	6 months 29 days

Summary of Significant Accounting Policies - Assets and liabilities of consolidated VIEs (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Assets
Cash	$ 325,245	$ 1,534,660
Total assets	18,335,147	20,950,506
Liabilities
Accounts payable	2,184,455	1,694,325
Accrued expenses and dividend payable	3,251,493	4,632,101
Derivative liability - non-controlling redeemable preferred shares	0	309,728
Total liabilities	15,330,160	13,960,043
Variable Interest Entity \| Levo Mobility LLC
Assets
Cash	10,477	27,337
Intercompany loan receivable	830,000	0
Prepaid expenses and other current assets	0	1,363
Total assets	840,477	28,700
Liabilities
Accounts payable	0	8,380
Accrued expenses and dividend payable	0	620,421
Promissory notes	847,446	0
Derivative liability - non-controlling redeemable preferred shares	0	309,728
Total liabilities	$ 847,446	$ 938,529

Fair Value Measurements - Narrative (Details)	Oct. 15, 2024	Sep. 30, 2024 $ / shares	Dec. 31, 2023 $ / shares	Sep. 30, 2023	May 17, 2021
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, term					10 years
Levo LLCA \| Subsequent Event
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Ownership (percent)	100.00%
Private Warrants - February 2020
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Exercise price (in Dollars per share)		$ 4,600
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivatives, term			7 months 6 days
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivatives, term			7 years
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Measurement Input, Risk Free Interest Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative liability, measurement input			0.039
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Measurement Input, Expected Dividend Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input				0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Measurement Input, Price Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative liability, measurement input			0.790
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Probability Of Redemption Trigger
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Embedded derivative liability, measurement input			0.750
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Private Warrants - February 2020
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, term		1 year 8 months 19 days	2 years 2 months 19 days
Exercise price (in Dollars per share)		$ 4,600	$ 4,600
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Private Warrants - February 2020 \| Measurement Input, Risk Free Interest Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0.0482	0.0420
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Private Warrants - February 2020 \| Measurement Input, Expected Dividend Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Private Warrants - February 2020 \| Measurement Input, Price Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0.460	0.600
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Private warrants - July 2024
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, term		4 years 11 months 23 days
Exercise price (in Dollars per share)		$ 0.0010
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Private warrants - July 2024 \| Measurement Input, Risk Free Interest Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0.0464
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Private warrants - July 2024 \| Measurement Input, Expected Dividend Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Private warrants - July 2024 \| Measurement Input, Price Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0.5898
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2022 July Institutional/Accredited Investor warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, term		3 years 7 months 6 days	4 years 1 month 6 days
Exercise price (in Dollars per share)		$ 1,500	$ 1,500
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2022 July Institutional/Accredited Investor warrants \| Measurement Input, Risk Free Interest Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0.0447	0.0392
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2022 July Institutional/Accredited Investor warrants \| Measurement Input, Expected Dividend Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0	0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2022 July Institutional/Accredited Investor warrants \| Measurement Input, Price Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0.570	0.630
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2022 July Institutional/Accredited Investor warrants \| Measurement Input, Common Stock Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Exercise price (in Dollars per share)		$ 8.00	$ 1.20
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2024 February Institutional/Accredited Investor warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants outstanding, term		4 years 4 months 6 days
Exercise price (in Dollars per share)		$ 20.00
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2024 February Institutional/Accredited Investor warrants \| Measurement Input, Risk Free Interest Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0.0358
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2024 February Institutional/Accredited Investor warrants \| Measurement Input, Expected Dividend Rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2024 February Institutional/Accredited Investor warrants \| Measurement Input, Price Volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and right outstanding, measurement input		1.010
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| 2024 February Institutional/Accredited Investor warrants \| Measurement Input, Common Stock Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Exercise price (in Dollars per share)		$ 5.33

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Schedule of milestone event

Under the terms of the agreement, the Company will pay up to an aggregate $7,500,000 in royalties to the Seller upon achievement of milestones, related to the aggregate number of vehicles that have had access to the Company’s GIVe platform system for a period of at least six consecutive months, and for which the Company has received monetary consideration for such access pursuant to a subscription or other similar agreement with the vehicle’s owner as follows:


Milestone Event: Aggregated Vehicles	Milestone Payment Amount
10,000	$	500,000
20,000	750,000
40,000	750,000
60,000	750,000
80,000	750,000
100,000	1,000,000
200,000	1,000,000
250,000	2,000,000
	$	7,500,000

Inventories (Tables)

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Schedule of inventory by category

The following table summarizes the Company’s inventories balance by category:


	September 30, 2024		December 31, 2023
DC Chargers	$	5,024,500	$	5,275,934
AC Chargers	490,629		236,316

Component parts and Carbon Credit	143,612		377,203
Total	$	5,658,741	$	5,889,453

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of liabilities measured at fair value on the condensed consolidated balance sheet

The following are the liabilities measured at fair value on the condensed consolidated balance sheet at September 30, 2024 and December 31, 2023 using quoted price in active markets for identical assets (Level 1); significant other observable inputs (Level 2); and significant unobservable inputs (Level 3):


	Level 1: Quoted Prices in Active Markets for Identical Assets		Level 2: Significant Other Observable Inputs		Level 3: Significant Unobservable Inputs		Total at September 30, 2024		Total Gains (Losses) For The Three Months Ended September 30, 2024		Total Gains (Losses) For The Nine Months Ended September 30, 2024
Recurring fair value measurements
Private warrants - February 2020	$	—	$	—	$	—	$	—	$	—	$	—
Private warrants - July 2024	$	—	$	—	$	159,000	$	159,000	$	80,673	$	80,673
Stonepeak and Evolve unvested warrants	$	—	$	—	$	—	$	—	$	—	$	—
2022 July Institutional/Accredited Investor warrants	$	—	$	—	$	—	$	—	$	—	$	4,621
2024 February Institutional/Accredited Investor warrants	$	—	$	—	$	755,841	$	755,841	$	728,663	$	3,036,476
Derivative liability - non-controlling redeemable preferred shares	$	—	$	—	$	—	$	—	$	—	$	(3,626)
Total recurring fair value measurements	$	—	$	—	$	914,841	$	914,841	$	809,336	$	3,118,144


	Level 1: Quoted Prices in Active Markets for Identical Assets		Level 2: Significant Other Observable Inputs		Level 3: Significant Unobservable Inputs		Total at December 31, 2023		Total Gains (Losses) For The Three Months Ended September 30, 2023		Total Gains (Losses) For The Nine Months Ended September 30, 2023
Recurring fair value measurements
Private warrants - February 2020	$	—	$	—	$	—	$	—	$	212	$	1,996
Stonepeak and Evolve unvested warrants	$	—	$	—	$	—	$	—	—		—
2022 July Institutional/Accredited Investor warrants	$	—	$	—	$	4,621	$	4,621	$	214,361	$	142,613
Derivative liability - non-controlling redeemable preferred shares	$	—	$	—	$	309,728	$	309,728	$	67,366	$	73,585
Total recurring fair value measurements	$	—	$	—	$	314,349	$	314,349	$	281,939	$	218,194

Schedule of fair value on a recurring basis

The following is a reconciliation of the opening and closing balances for the liabilities related to the warrants (Note 12) and derivative liability - non-controlling redeemable preferred shares measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the three and nine months ended September 30, 2024:


	Private warrants - February 2020		Private warrants - July 2024		Stonepeak and Evolve unvested warrants		2022 July Institutional/Accredited Investor warrants		2024 February Institutional/Accredited Investor warrants		Non-controlling redeemable preferred shares - derivative liability

Balance at December 31, 2023	$	—	$	—	$	—	$	4,621	$	—	$	309,728
Initial fair value	—		—		—		—		3,792,317		—
Total (gains) losses for period included in earnings	—		—		—		(4,619)		(723,043)		11,533
Balance at March 31, 2024	—		—		—		3		3,069,274		321,261
Total (gains) losses for period included in earnings	—		—		—		(3)		(1,584,770)		(7,907)
Balance at June 30, 2024	—		—		—		—		1,484,504		313,354
Initial fair value	—		479,346		—		—		—		—
Exercise warrants	—		(239,673)		—		—		—		—
Cancelled - non-controlling redeemable preferred shares	—		—		—		—		—		(313,354)
Total (gains) losses for period included in earnings	—		(80,673)		—		—		(728,663)		—
Balance at September 30, 2024	$	—	$	159,000	$	—	$	—	$	755,841	$	—

Schedule of fair value measurement inputs and valuation techniques

The following table presents the significant unobservable inputs and valuation methodologies used for the Company’s fair value measurements of non-recurring (level 3) Stonepeak and Evolve unvested warrants at September 30, 2024:

Series C Unvested Warrants

Series D Unvested Warrants

Series E Unvested Warrants

Series F Unvested Warrants

Fair value (in millions)

$—

Valuation methodology

Monte Carlo Simulation & Black Scholes

Capital expenditure forecast (in millions)

$—

Probability of warrants vesting (a)

—%

__________________

(a) During the second quarter ended June 30, 2022, the Company significantly lowered its forecast of Levo's capital deployments due to the passage by the United States Congress of the Infrastructure Investment and Jobs Act bill, and the related unveiling of the Environmental Protection Agency’s 2022 Clean School Bus rebates. The resulting lower forecast of capital deployments reduced the probabilities of the future vesting of the unvested warrants. Therefore, at September 30, 2024, the Company has determined that it is unlikely that the unvested warrants will vest.

Series C Unvested Warrants

Series D Unvested Warrants

Series E Unvested Warrants

Series F Unvested Warrants

Fair value (in millions)

$—

Valuation methodology

Monte Carlo Simulation & Black Scholes

Capital expenditure forecast (in millions)

$—

Probability of warrants vesting (a)

—%

__________________

(a) During the second quarter ended June 30, 2022, the Company significantly lowered its forecast of Levo's capital deployments due to the passage by the United States Congress of the Infrastructure Investment and Jobs Act bill, and the related unveiling of the Environmental Protection Agency’s 2022 Clean School Bus rebates. The resulting lower forecast of capital deployments reduced the probabilities of the future vesting of the unvested warrants. Therefore, at December 31, 2023, the Company has determined that it is unlikely that the unvested warrants will vest.

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Current assets
Cash	$ 325,245	$ 1,534,660
Restricted cash	480,000	480,000
Accounts receivable, net	1,668,538	1,724,899
Inventories	5,658,741	5,889,453
Prepaid expenses	636,825	994,719
Deferred costs - current	899,594	1,145,608
Other current assets	731,496	751,412
Total current assets	10,400,439	12,520,751
Property and equipment, net	671,197	766,264
Intangible assets, net	1,097,625	1,202,203
Investment in equity securities	670,951	670,951
Investment in leases	104,186	112,255
Right-of-use operating lease assets	4,624,783	4,839,526
Deferred costs - noncurrent	748,353	521,994
Financing receivables	0	288,872
Security deposit, long-term	17,613	27,690
Total assets	18,335,147	20,950,506
Current liabilities
Accounts payable	2,184,455	1,694,325
Accrued expenses	3,251,493	4,632,101
Deferred revenue - current	243,731	697,105
Operating lease liabilities - current	971,631	856,250
Other liabilities	7,279	105,141
Total current liabilities	9,062,652	7,984,922
Operating lease liabilities - noncurrent	4,391,413	4,646,383
Due to related party - promissory notes - noncurrent	100,000	0
Deferred revenue - noncurrent	721,050	332,951
Warrants liability	914,841	4,621
Derivative liability - non-controlling redeemable preferred shares	0	309,728
Other long-term liabilities	140,204	681,438
Total liabilities	15,330,160	13,960,043
Commitments and Contingencies
Mezzanine equity
Redeemable non-controlling interests, preferred shares, zero par value, 1,000,000 shares authorized, 0 shares issued and outstanding at September 30, 2024 and 3,138 shares issued and outstanding at December 31, 2023; aggregate liquidation preference of $0 and $3,750,201 at September 30, 2024 and December 31, 2023, respectively	0	4,193,629
Stockholders’ equity
Common stock, $0.0001 par value, 100,000,000 shares authorized; 874,949 and 124,659 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively	6,406	5,927
Additional paid-in capital	163,468,322	155,615,962
Accumulated other comprehensive income	74,146	93,676
Accumulated deficit	(160,543,887)	(148,240,859)
Nuvve Holding Corp. Stockholders’ Equity	3,004,987	7,474,706
Non-controlling interests	0	(4,894,101)
Total stockholders’ (deficit) equity	3,004,987	2,580,605
Total Equity	3,004,987	6,990,463
Total Liabilities and Equity	18,335,147	20,950,506
Nonrelated Party
Current liabilities
Current debt	902,242	0
Related Party
Current assets
Accounts receivable, net	0	0
Current liabilities
Current debt	1,501,821	0
Class D Incentive Units
Mezzanine equity
Class D Incentive units, zero par value, 1,000,000 units authorized; 0 units issued and outstanding at September 30, 2024 and 50,000 units issued and outstanding a December 31, 2023, respectively	0	216,229
Cumulative Preferred Stock
Stockholders’ equity
Preferred stock, $0.0001 par value, 1,000,000 shares authorized; zero shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively	$ 0	$ 0

Net Loss Per Share Attributable to Common Stockholders (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of earnings per share

The following table sets forth the calculation of basic and diluted net loss per share attributable to common stockholders during the three and nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023

Net loss attributable to Nuvve Holding Corp. common stockholders	$	(1,649,843)	$	(8,575,188)	$	(12,327,595)	$	(24,697,046)
Weighted-average shares used to compute net loss per share attributable to Nuvve common stockholders, basic and diluted	666,894		804,775		567,486		704,310
Net Loss per share attributable to Nuvve common stockholders, basic and diluted	$	(2.47)	$	(10.66)	$	(21.72)	$	(35.07)

Schedule of antidilutive securities excluded from the computation of earnings per share


	Three Months Ended September 30,		Nine Months Ended September 30,
	2024	2023	2024	2023
Stock options issued and outstanding	6,834	6,425	6,834	6,392
Nonvested restricted stock issued and outstanding	0	1,280	0	2,380
Public warrants	7,188	7,188	7,188	7,188
Private warrants - February 2020	341	341	341	341
Private pre-funded warrants - July 2024	30,000	—	30,000	—
PIPE warrants	3,384	3,384	3,384	3,384
Stonepeak and Evolve warrants	0	15,000	0	15,000
Stonepeak and Evolve options	0	12,500	0	12,500
2022 July Institutional/Accredited Investor Warrants	10,000	10,000	10,000	10,000

Underwriter Warrant - February 2024 offering	48,000	—	48,000	—
2024 February Institutional/Accredited Investor Warrants - series A	480,000	—	480,000	—
2024 February Institutional/Accredited Investor Warrants - series B	450,000	—	450,000	—
2024 February Institutional/Accredited Investor Warrants - series C	480,000	—	480,000	—
Total	1,515,747	56,118	1,515,747	57,184

Non-Controlling Interest - Series B Preferred Stock (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Noncontrolling Interest [Line Items]
Temporary equity, shares authorized (in Shares)	1,000,000	1,000,000
Temporary equity, shares outstanding (in Shares)	0	3,138
Temporary equity, shares issued (in Shares)	0	3,138
Temporary equity, par value (in Dollars per share)	$ 0	$ 0
Temporary equity, liquidation preference	$ 0	$ 3,750,201
Series B Preferred Stock \| Levo Mobility LLC
Noncontrolling Interest [Line Items]
Temporary equity, shares authorized (in Shares)	1,000,000
Temporary equity, shares outstanding (in Shares)	3,138
Temporary equity, shares issued (in Shares)	3,138
Temporary equity, par value (in Dollars per share)	$ 1,000
Redeemable noncontrolling interest, equity, fair value	$ 3,138,000
Temporary equity, accretion of dividends	0
Temporary equity, liquidation preference	$ 0

Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of estimated future amortization expense amortizable intangible assets

Total estimated future amortization expense is as follows:


2024 (remaining three months)	$	34,859
2025	139,437
2026	137,770
2027	132,770
2028	132,770
Thereafter	520,019
	$	1,097,625

Net Loss Per Share Attributable to Common Stockholders - Schedule of Diluted Net Loss Attributable to Nuvve common stockholders (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	1,515,747	56,118	1,515,747	57,184
Stock options issued and outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	6,834	6,425	6,834	6,392
Nonvested restricted stock issued and outstanding
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	0	1,280	0	2,380
Public warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	7,188	7,188	7,188	7,188
Private warrants - February 2020
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	341	341	341	341
Private Pre-Funded Warrants - July 2024
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	30,000	0	30,000	0
PIPE warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	3,384	3,384	3,384	3,384
Stonepeak and Evolve warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	0	15,000	0	15,000
Stonepeak and Evolve options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	0	12,500	0	12,500
2022 July Institutional/Accredited Investor Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	10,000	10,000	10,000	10,000
Underwriter Warrants - February 2024 offering
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	48,000	0	48,000	0
2024 February Institutional/Accredited Investor Warrants - series A
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	480,000	0	480,000	0
2024 February Institutional/Accredited Investor Warrants - series B
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	450,000	0	450,000	0
2024 February Institutional/Accredited Investor Warrants - series C
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from the computation of earnings per share (in Shares)	480,000	0	480,000	0

Debt - Schedule of future maturities of debt obligations (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Debt Disclosure [Abstract]
2024 (remaining three months)	$ 1,749,261
2025	617,302
2026	61,667
Thereafter	0
Total debt	$ 2,428,230	$ 0

- Definition

Amount, after deduction of unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Commitments and Contingencies - Schedule of milestone event (Details)	9 Months Ended
	Sep. 30, 2024 USD ($)
Other Commitments [Line Items]
Milestone payment amount	$ 7,500,000
10000
Other Commitments [Line Items]
Milestone payment amount	500,000
20000
Other Commitments [Line Items]
Milestone payment amount	750,000
40000
Other Commitments [Line Items]
Milestone payment amount	750,000
60000
Other Commitments [Line Items]
Milestone payment amount	750,000
80000
Other Commitments [Line Items]
Milestone payment amount	750,000
100000
Other Commitments [Line Items]
Milestone payment amount	1,000,000
200000
Other Commitments [Line Items]
Milestone payment amount	1,000,000
250000
Other Commitments [Line Items]
Milestone payment amount	$ 2,000,000

Non-Controlling Interest (Tables)

9 Months Ended

Sep. 30, 2024

Noncontrolling Interest [Abstract]

Schedule of preferred stock

At September 30, 2024, Series B Preferred Stock consisted of the following:


Shares Authorized	Shares Issued and Outstanding	Stated Value per Share		Initial Carrying Value		Cumulative Unpaid Accrued Preferred Dividends		Liquidation Preference
1,000,000	3,138	$	1,000	$	3,138,000	$	—	$	—

Schedule of condensed financial statements

The following table summarizes non-controlling interests presented as a separate component of stockholders’ equity on the Company’s condensed consolidated balance sheet at September 30, 2024:


	September 30, 2024		December 31, 2023




Beginning Balance	$	(4,894,101)	(3,950,186)
Net income (loss) attributable to non-controlling interests	(24,567)		(12,456)
Less: dividends paid to non-controlling interests	151,508		285,595
Less: Preferred share accretion adjustment	322,932		645,864
Cancellation of non-controlling interests	5,393,108		—
Non-controlling interests	$	—	$	(4,894,101)

Schedule of redeemable noncontrolling interest

Redeemable Non-controlling Interest Reconciliation — Mezzanine Equity


	September 30, 2024		December 31, 2023
Beginning balance	$	4,193,629	$	3,547,765




Preferred share Accretion adjustment	322,932		645,864
Cancellation of non-controlling interests	$	(4,516,561)	—
Ending balance	$	—	$	4,193,629

Schedule of black-scholes option pricing model to estimate the fair value of stock options

The following assumptions were used in the Monte Carlo Simulation model to calculate the fair value of Class D Incentive Units outstanding as of September 30, 2024.


	Class D Units
Expected life of Class D Incentive Units (in years) (1)	5.5

Risk-free interest rate (2)	3.02	%
Volatility (3)	69.50	%

__________________

(1)The expected life of options is the average of the contractual term of the Class D Incentive Units and the vesting period.

(2)The risk-free interest rate is based on the yields on U.S. Treasury debt securities with maturities approximating the estimated life of the options.

(3)Volatility is estimated by management. As the Company has been a private company for most of its existence, there is not enough historical volatility data related to the Company’s Common Stock as a public entity. Therefore, this estimate is based on the average volatility of certain public company peers within the Company’s industry.

Schedule of stock option activity

The following is a summary of the stock option activity under the 2010 Plan for the nine months ended September 30, 2024:


	Shares	Weighted- Average Exercise Price per Share($)	Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value($)
Outstanding - December 31, 2023	1,916	1,033.50	3.53	—
Granted	—	—	—	—
Exercised	—	—	—	—
Forfeited	—	—	—	—
Expired/Cancelled	—	—	—	—
Outstanding - September 30, 2024	1,916	1,034.00	2.79	—

Options Exercisable at September 30, 2024	1,916	1,033.60	2.79	—
Options Vested at September 30, 2024	1,916	1,033.60	2.79	—

The following is a summary of the stock option activity under the 2020 Plan for the nine months ended September 30, 2024:


	Shares	Weighted- Average Exercise Price per Share ($)	Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value($)
Outstanding - December 31, 2023	5,789	3,386.70	7.91	—
Granted	—	—	—	—
Exercised	—	—	—	—
Forfeited	(409)	1,238.90	—	—
Expired/Cancelled	(462)	1,095.40	—	—
Outstanding - September 30, 2024	4,919	3,775.99	6.93	—

Options Exercisable at September 30, 2024	3,257	4,979.61	6.57	—
Options Vested at September 30, 2024	3,257	4,979.61	6.57	—

A summary of the status of the Company’s Class D Incentive Units as of December 31, 2023, and changes during the nine months ended September 30, 2024, is presented below:


	Shares	Weighted- Average Grant Date Fair Value($)
Nonvested at December 31, 2023	50,000	12.49
Granted	—	—
Vested	—	—
Cancelled	50,000	12.49
Nonvested and Outstanding at September 30, 2024	—	—

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(27))
-SubTopic 10
-Topic 210
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(28))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 210
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
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-URI https://asc.fasb.org/1943274/2147480566/210-10-S99-1

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
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-URI https://asc.fasb.org/1943274/2147480008/505-10-S99-1

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
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-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-3

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-4

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-5

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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-Paragraph 2
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481142/505-10-45-2

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-10

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
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-URI https://asc.fasb.org/1943274/2147481112/505-10-50-8

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/1943274/2147480244/480-10-S99-1

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
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Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481112/505-10-50-7

+ Details

Investments	9 Months Ended
Investments	Sep. 30, 2024
Investments [Abstract]
Investments	Investments The Company accounts for its 13% equity ownership in Dreev as an investment in equity securities without a readily determinable fair value subject to impairment. The Company has a consulting services agreement with Dreev related to software development and operations. The consulting services were zero for the three and nine months ended September 30, 2024. The consulting services were zero and $43,399 for the three and nine months ended September 30, 2023, respectively. The consulting services are being provided to Dreev at the Company’s cost and is recognized as other income, net in the condensed consolidated statements of operations.

Leases - Lease term, discount rate, and other information (Details) - USD ($)	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Weighted-average remaining lease terms (in years):
Operating lease	7 years		7 years 9 months 18 days
Finance lease	1 year 6 months		2 years 6 months
Weighted-average discount rate:
Operating lease	7.80%		7.80%
Finance lease	7.80%		7.80%
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows - operating leases	$ 223,892	$ 355,133
Operating cash flows - finance leases	5,459	8,507
Financing cash flows - finance leases	7,816	5,375
Leased assets obtained in exchange for new finance lease liabilities	8,636	14,001
Leased assets obtained in exchange for new operating lease liabilities	$ 0	$ 0

Leases - Schedule of operating lease liability maturity (Details)	Sep. 30, 2024 USD ($)
Operating Lease
2024	$ 304,059
2025	951,350
2026	981,717
2027	987,955
2028	937,727
Thereafter	2,860,827
Total lease payments	7,023,635
Less: interest	(1,660,592)
Total lease obligations	5,363,043
Finance Lease
2024	1,820
2025	7,279
2026	1,820
2027	0
2028	0
Thereafter	0
Total lease payments	10,919
Less: interest	(481)
Total lease obligations	$ 10,438

Revenue Recognition - Schedule of aggregate amount of revenue for the Company’s existing contracts with customers (Details)	Sep. 30, 2024 USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 964,781
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 110,093
Revenue, remaining performance obligation, expected timing of satisfaction, period	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 479,103
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 137,605
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 115,116
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, remaining performance obligation, amount	$ 122,864
Revenue, remaining performance obligation, expected timing of satisfaction, period

Fair Value Measurements - Schedule of Fair Value Measurement Inputs and Techniques (Details)	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)	May 17, 2021 USD ($)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)	$ 914,841	$ 314,349
Series C Unvested Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)			$ 5,600,000
Series D Unvested Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)			4,800,000
Series E Unvested Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)			3,800,000
Series F Unvested Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)			$ 3,200,000
Level 3: Significant Unobservable Inputs
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)	914,841	314,349
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Series C Unvested Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)	0	0
Capital expenditure forecast (in millions)	$ 0	$ 0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Series C Unvested Warrants \| Measurement input, probability of warrants vesting
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Probability of warrants vesting	0	0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Series D Unvested Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)	$ 0	$ 0
Capital expenditure forecast (in millions)	$ 0	$ 0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Series D Unvested Warrants \| Measurement input, probability of warrants vesting
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Probability of warrants vesting	0	0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Series E Unvested Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)	$ 0	$ 0
Capital expenditure forecast (in millions)	$ 0	$ 0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Series E Unvested Warrants \| Measurement input, probability of warrants vesting
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Probability of warrants vesting	0	0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Series F Unvested Warrants
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value (in millions)	$ 0	$ 0
Capital expenditure forecast (in millions)	$ 0	$ 0
Level 3: Significant Unobservable Inputs \| Fair Value, Nonrecurring \| Series F Unvested Warrants \| Measurement input, probability of warrants vesting
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Probability of warrants vesting	0	0

Subsequent Events (Details) - Subsequent Event - Promissory Notes - Securities Purchase Agreement	Oct. 31, 2024 USD ($)
Subsequent Event [Line Items]
Principal Amount Borrowed	$ 3,750,000.01
Original issue discount (percent)	10.00%
Chief Executive Officer
Subsequent Event [Line Items]
Principal Amount Borrowed	$ 250,000

Non-Controlling Interest

9 Months Ended

Sep. 30, 2024

Noncontrolling Interest [Abstract]

Non-Controlling Interest

For entities that are consolidated, but not 100% owned, a portion of the net income or loss and corresponding equity is allocated to owners other than the Company. The aggregate of the net income or loss and corresponding equity that is not owned by the Company is included in non-controlling interests in the condensed consolidated financial statements.

Non-controlling interests are presented outside as a separate component of stockholders’ equity on the Company’s condensed consolidated balance sheets. The primary components of non-controlling interests are separately presented in the Company’s condensed consolidated statements of changes in stockholders’ equity to clearly distinguish the interest in the Company and other ownership interests in the consolidated entities. Net income or loss includes the net income or loss attributable to the holders of non-controlling interests on the Company’s condensed consolidated statements of operations. Net income or loss is allocated to non-controlling interests in proportion to their relative ownership interests.

Levo Series B Redeemable Preferred Stock

Levo is authorized to issue 1,000,000 shares of Series B Preferred Stock at no par value.

The Series B Preferred Stock (a) pays a dividend, when, as and if declared by Levo's Board of Directors, of 8.0% per annum of the stated value per share, payable quarterly in arrears, (b) has an initial stated value of $1,000 per share, and dividends are paid in cash. Levo accrues for undeclared and unpaid dividends as they are payable in accordance with the terms of the Certificate of Designations filed with the Secretary of State of the State of Delaware. At September 30, 2024, Levo had accumulated unpaid accrued preferred dividends of zero , included in accrued liabilities, on 3,138 issued and outstanding shares of Series B Preferred Stock. Series B Preferred Stock is not a participating or convertible securities. Series B Preferred Stock is not currently redeemable but it could be redeemable with the passage of time at the election of Levo or the preferred shareholders or upon the occurrence of a trigger event as defined in the preferred stock agreement. Since the redeemable preferred stock may be redeemed by the preferred shareholders or upon the occurrence of a trigger event that is not solely within the control of Levo, but is not mandatorily redeemable; therefore, based on its characteristics, Levo has classified the Series B Preferred Stock as mezzanine equity.

At September 30, 2024, Series B Preferred Stock consisted of the following:


Shares Authorized	Shares Issued and Outstanding	Stated Value per Share		Initial Carrying Value		Cumulative Unpaid Accrued Preferred Dividends		Liquidation Preference
1,000,000	3,138	$	1,000	$	3,138,000	$	—	$	—

The redeemable preferred stock has been initially recognized at fair value of $3,138,000, the proceeds on the date of issuance. This amount has been further reduced by $497,606, the fair value of the embedded derivative liability at date of issuance, resulting in an adjusted initial value of $2,640,394. Levo is accreting the difference between the adjusted carrying initial value and the redemption price value over the seven-year period from date of issuance of August 4, 2021 through July 4, 2028 (the date at which the preferred shareholders have the unconditional right to redeem the shares, deemed to be the earliest likely redemption date) using the effective interest method. The accretion to the carrying value of the redeemable preferred stock is treated as a deemed dividend, recorded as a charge to retained earnings of Levo. During the nine months ended September 30, 2024, Levo accreted $0 resulting in the carrying value of the redeemable preferred stock of zero .

In connection with, and pursuant to Stonepeak and Evolve's sale of their combined interest in Levo to the Company (See Note 1), the Company became the 100% owner of Levo. As result, the redeemable preferred stock, including the accumulated unpaid accrued preferred dividends, were cancelled. See the tables below.

The following table summarizes non-controlling interests presented as a separate component of stockholders’ equity on the Company’s condensed consolidated balance sheet at September 30, 2024:


	September 30, 2024		December 31, 2023




Beginning Balance	$	(4,894,101)	(3,950,186)
Net income (loss) attributable to non-controlling interests	(24,567)		(12,456)
Less: dividends paid to non-controlling interests	151,508		285,595
Less: Preferred share accretion adjustment	322,932		645,864
Cancellation of non-controlling interests	5,393,108		—
Non-controlling interests	$	—	$	(4,894,101)

Redeemable Non-controlling Interest Reconciliation — Mezzanine Equity


	September 30, 2024		December 31, 2023
Beginning balance	$	4,193,629	$	3,547,765




Preferred share Accretion adjustment	322,932		645,864
Cancellation of non-controlling interests	$	(4,516,561)	—
Ending balance	$	—	$	4,193,629

Profits Interests Units (Class D Incentive Units)

In April 2022, Levo issued Class D Incentive Units to certain key employees in the form of profits interests within the meaning of the Internal Revenue Service (“Profits Interests”). Any future distributions under the Profits Interests will only occur once distributions made to all other member units exceed a threshold amount. The Company performed an analysis of the key features of the Profits Interests to determine whether the nature of the Profits Interests are (a) an equity award which should be accounted for under ASC 718, Compensation – Stock Compensation or (b) a bonus arrangement which should be accounted for under ASC 710, Compensation – General. Based on the features of the Profits Interests, the awards are considered stock compensation to be accounted for as equity. Accordingly, compensation expense for the Profits Interests will be recognized over the vesting period of the awards.

Subject to the grantee not incurring a termination prior to the applicable vesting date, the Incentive Units will vest as follows: (i) 80% of the Incentive Units will vest in equal 25.0% installments on each of the first four (4) anniversaries of the grant date (such that 80% of the total number of Incentive Units issued to the grantee hereunder will be vested on the fourth anniversary of the Grant Date) and (ii) the remaining 20% of the Incentive Units will vest upon a Change of Control. Therefore, the expenses recorded will only reflect the 80% vesting portion.

During the three and nine months ended September 30, 2024, the Company recorded compensation expenses, included in selling, general, and administrative, under the Profits Interests of zero and $62,452, respectively. During the three and nine months ended September 30, 2023, the Company recorded compensation expenses, included in selling, general, and administrative, under the Profits Interests of $31,226 and $95,908, respectively.

The Company uses the Monte Carlo Simulation model to estimate the fair value of Class D Incentive Units. Fair value is estimated at the date of grant for employee and nonemployee options. The following assumptions were used in the Monte Carlo Simulation model to calculate the fair value of Class D Incentive Units outstanding as of September 30, 2024.


	Class D Units
Expected life of Class D Incentive Units (in years) (1)	5.5

Risk-free interest rate (2)	3.02	%
Volatility (3)	69.50	%

__________________

(1)The expected life of options is the average of the contractual term of the Class D Incentive Units and the vesting period.

(2)The risk-free interest rate is based on the yields on U.S. Treasury debt securities with maturities approximating the estimated life of the options.

In connection with, and pursuant to Stonepeak and Evolve's sale of their combined interest in Levo to the Company (See Note 1), the Company became the 100% owner of Levo. As result, the Class D Incentive Units were cancelled. See the tables below.

A summary of the status of the Company’s Class D Incentive Units as of December 31, 2023, and changes during the nine months ended September 30, 2024, is presented below:


	Shares	Weighted- Average Grant Date Fair Value($)
Nonvested at December 31, 2023	50,000	12.49
Granted	—	—
Vested	—	—
Cancelled	50,000	12.49
Nonvested and Outstanding at September 30, 2024	—	—

As of September 30, 2024, there was zero of total unrecognized compensation cost related to nonvested Class D Incentive Units. The Company expects to recognize this compensation cost over a remaining weighted-average period of approximately 0.00 years.

Debt (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of debt

The following is a summary of debt as of September 30, 2024 and December 31, 2023:


	September 30, 2024		December 31, 2023
Term loan	$	902,242	$	—
Promissory Notes - August 16, 2024	847,446		—
Promissory Notes - August 27, 2024	504,375		—
Senior Convertible Notes - October 2024	250,000		—
Total outstanding principal balance	2,504,063		—
Less: unamortized debt issuance costs and discounts	(75,833)		—
Total debt	2,428,230		—
Less: current portion of long-term debt	2,328,230		—
Long-term debt, net of current portion	$	100,000	$	—

Schedule of Maturities of Debt Obligations

As of September 30, 2024, the total future maturities of the principal amounts of the debt obligations are as follows:


2024 (remaining three months)	$	1,749,261
2025	617,302
2026	61,667


Thereafter	—
	2,428,230

Schedule of term loan

The following is a summary description of the key terms of the Term Loan:


Debt	Debt Origination Date	Maturity	Principal Amount Borrowed		Carrying Value	Weighted Weekly Average Interest Rate		Weighted Annual Average Interest Rate
Term loan	8/9/2024	3/6/2025	$	1,000,000	838,072	2.96	%	153.90	%

Non-Controlling Interest - Narrative (Details)	3 Months Ended		9 Months Ended		12 Months Ended
Non-Controlling Interest - Narrative (Details)	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) vesting_installment $ / shares shares	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) $ / shares shares	Oct. 15, 2024	Dec. 31, 2022 USD ($)
Noncontrolling Interest [Line Items]
Temporary equity, shares authorized (in Shares) \| shares	1,000,000		1,000,000		1,000,000
Temporary equity, par value (in Dollars per share) \| $ / shares	$ 0		$ 0		$ 0
Temporary equity, shares issued (in Shares) \| shares	0		0		3,138
Temporary equity, shares outstanding (in Shares) \| shares	0		0		3,138
Decrease to redeemable noncontrolling interest			$ 497,606
Redeemable noncontrolling interest, equity, carrying amount	$ 2,640,394		$ 2,640,394
Accretion period (in years)			7 years
Weighted average remaining recognition period			6 months 29 days
Selling, general and administrative
Noncontrolling Interest [Line Items]
Stock-based compensation	601,075	$ 1,128,244	$ 1,991,884	$ 3,197,471
Class D Incentive Units
Noncontrolling Interest [Line Items]
Vesting percentage			80.00%
Number of vesting installments \| vesting_installment			4
Percentage of incentive units to be vested			20.00%
Total unrecognized compensation cost related to nonvested restricted stock	0		$ 0
Weighted average remaining recognition period			0 years
Class D Incentive Units \| Selling, general and administrative
Noncontrolling Interest [Line Items]
Stock-based compensation	0	$ 31,226	$ 62,452	$ 95,908
Class D Incentive Units \| Share-Based Payment Arrangement, All Tranches
Noncontrolling Interest [Line Items]
Vesting percentage			80.00%
Class D Incentive Units \| Share Based Arrangement Tranche Four
Noncontrolling Interest [Line Items]
Vesting percentage			25.00%
Class D Incentive Units \| Share-Based Payment Arrangement, Tranche One
Noncontrolling Interest [Line Items]
Vesting percentage			25.00%
Class D Incentive Units \| Share-Based Payment Arrangement, Tranche Three
Noncontrolling Interest [Line Items]
Vesting percentage			25.00%
Class D Incentive Units \| Share-Based Payment Arrangement, Tranche Two
Noncontrolling Interest [Line Items]
Vesting percentage			25.00%
Redeemable non controlling interests
Noncontrolling Interest [Line Items]
Redeemable noncontrolling interest, equity, carrying amount	0		$ 0		$ 4,193,629		$ 3,547,765
Preferred share Accretion adjustment			322,932		$ 645,864
Levo LLCA \| Subsequent Event
Noncontrolling Interest [Line Items]
Ownership (percent)						100.00%
Levo Mobility LLC \| Redeemable non controlling interests
Noncontrolling Interest [Line Items]
Redeemable noncontrolling interest, equity, carrying amount	$ 0		0
Preferred share Accretion adjustment			$ 0
Series B Preferred Stock \| Levo Mobility LLC
Noncontrolling Interest [Line Items]
Temporary equity, shares authorized (in Shares) \| shares	1,000,000		1,000,000
Temporary equity, dividend rate, percentage			8.00%
Temporary equity, par value (in Dollars per share) \| $ / shares	$ 1,000		$ 1,000
Temporary equity, accretion of dividends			$ 0
Temporary equity, shares issued (in Shares) \| shares	3,138		3,138
Temporary equity, shares outstanding (in Shares) \| shares	3,138		3,138
Redeemable noncontrolling interest, equity, fair value	$ 3,138,000		$ 3,138,000

Stockholders’ Equity (Deficit) (Tables)

9 Months Ended

Sep. 30, 2024

Stockholders' Equity Note [Abstract]

Schedule of common stock issuable upon exercise of warrants outstanding

The following table is a summary of the number of shares of the Company’s Common Stock issuable upon exercise of warrants outstanding at September 30, 2024:


	Number of Warrants	Number of Warrants Exercised	Number of Warrants Cancelled	Number of Warrants Exercisable	Exercise Price	Expiration Date
Public Warrants	7,188	—	—	7,188	$4,600.00	March 19, 2026
Private Warrants - February 2020	341	—	—	341	$4,600.00	March 19, 2026
Private Pre-Funded Warrants - July 2024	60,000	30,000	—	30,000	$0.0010	Until Exercised in Full
PIPE Warrants	3,384	—	—	3,384	$4,600.00	March 19, 2026
Stonepeak/Evolve Warrants - series B	5,000	—	5,000	—	$4,000.00	May 17, 2031
Stonepeak/Evolve Warrants - series C	2,500	—	2,500	—	$6,000.00	May 17, 2031
Stonepeak/Evolve Warrants - series D	2,500	—	2,500	—	$8,000.00	May 17, 2031
Stonepeak/Evolve Warrants - series E	2,500	—	2,500	—	$12,000.00	May 17, 2031
Stonepeak/Evolve Warrants - series F	2,500	—	2,500	—	$16,000.00	May 17, 2031
2022 July Institutional/Accredited Investor Warrants	10,000	—	—	10,000	$1,500.00	January 29, 2028
Underwriter Warrants - February 2024 offering	48,000	—	—	48,000	$20.00	February 2, 2029
2024 February Institutional/Accredited Investor Pre-Funded Warrants	57,500	57,500	—	—	$0.0010	February 2, 2029
2024 February Institutional/Accredited Investor Warrants - series A	480,000	—	—	480,000	$20.00	February 2, 2029
2024 February Institutional/Accredited Investor Warrants - series B	480,000	30,000	—	450,000	$20.00	November 2, 2024
2024 February Institutional/Accredited Investor Warrants - series C	480,000	—	—	480,000	$20.00	February 2, 2029
	1,641,413	117,500	15,000	1,508,913

Organization and Description of Business	9 Months Ended
Organization and Description of Business	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	Organization and Description of Business Description of Business Nuvve Holding Corp., a Delaware corporation headquartered in San Diego, California (the “Company” or “Nuvve”), was founded on November 10, 2020 under the laws of the state of Delaware. On March 19, 2021, the Company (at the time known as NB Merger Corp.) acquired the outstanding shares of Nuvve Corporation (“Nuvve Corp.”), and the Company changed its name to Nuvve Holding Corp. Reverse Stock Splits At the Company’s Special Meeting of Stockholders held on January 5, 2024, the Company’s stockholders approved a proposal to authorize a reverse stock split of the Company’s common stock, at a ratio within the range of 1-for-2 to 1-for-40. The Board approved a 1-for-40 reverse split ratio, and on January 19, 2024, the Company filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware to effect the reverse split effective January 19, 2024 (the “January 2024 Reverse Stock Split”). Additionally, at the Company’s Annual Meeting of Stockholders held on September 9, 2024, the Company’s stockholders approved a proposal to authorize a reverse stock split of the Company’s common stock, at a ratio within the range of 1-for-2 to 1-for-10. The Board approved a 1-for-10 reverse split ratio, and on September 16, 2024, the Company filed a Certificate of Amendment to the Amended and Restated Certificate of Incorporation of the Company with the Secretary of State of the State of Delaware to effect the reverse split effective September 17, 2024 (the “September 2024 Reverse Stock Split” and together with the January 2024 Reverse Stock Split, the “Reverse Stock Splits”). The Reverse Stock Splits were also applicable to the Company’s outstanding warrants, stock options and restricted stock units. The number of shares of common stock into which these outstanding securities are convertible or exercisable were adjusted proportionately as a result of the Reverse Stock Splits. The exercise prices of any outstanding warrants or stock options were also proportionately adjusted in accordance with the terms of those securities and the Company’s equity incentive plans. The Reverse Stock Splits did not affect the number of authorized shares of the Company's common stock or the par value of the common stock. All issued and outstanding common stock, options to purchase common stock, warrants to purchase common stock and per share amounts contained in the condensed consolidated financial statement have been retroactively adjusted to reflect each of the January 2024 Reverse Stock Split and the September 2024 Reverse Stock Split for all periods presented. Structure of the Company Nuvve has three wholly owned subsidiaries, Nuvve Corp., Nuvve CPO Inc. and Nuvve Pennsylvania LLC. Nuvve Corp. has four wholly owned subsidiaries or branches: (1) Nuvve Denmark ApS, (“Nuvve Denmark”), a company registered in Denmark, (2) Nuvve SaS, a company registered in France as a branch of Nuvve Corp, (3) Nuvve KK (Nuvve Japan), a company registered in Japan, and (4) Nuvve LTD, a company registered in United Kingdom. Nuvve Norway, a company registered in Norway is a branch of Nuvve Denmark. Nuvve CPO Inc., or Nuvve Charge Point Operator, was established in August 2024 to support the deployment and ongoing support of the Company's customers charging station networks. On August 4, 2021, the Company formed Levo Mobility LLC, a Delaware limited liability company ("Levo"), with Stonepeak Rocket Holdings LP, a Delaware limited partnership ("Stonepeak"), and Evolve Transition Infrastructure LP, a Delaware limited partnership ("Evolve"). Levo is a consolidated entity of the Company. Please see Note 2 for the principles of consolidation. Levo Levo is a sustainable infrastructure company focused on rapidly advancing the electrification of transportation by funding vehicle-to-grid ("V2G") enabled Electric Vehicle ("EV") fleet deployments. Levo utilizes Nuvve’s V2G technology and conditional capital contribution commitments from Stonepeak and Evolve to offer Fleet-as-a-Service ("FaaS") for school buses, last-mile delivery, ride hailing and ride sharing, municipal services, and more to eliminate the primary barriers to EV fleet adoption including large upfront capital investments and lack of expertise in securing and managing EVs and associated charging infrastructure. Levo's turnkey solution simplifies and streamlines electrification, can lower the total cost of EV operation for fleet owners, and supports the grid when the EVs are not in use. For a fixed monthly payment with no upfront cost, Levo will provide the EVs, such as electric school buses, charging infrastructure powered by Nuvve’s V2G platform, EV and charging station maintenance, energy management, and technical advice. Levo focuses on electrifying school buses, providing associated charging infrastructure, and delivering V2G services to enable safer and healthier transportation for children while supporting carbon dioxide emission reduction, renewable energy integration, and improved grid resiliency. Stonepeak and Evolve conditional capital contribution commitments expired on August 4, 2024. On October 15, 2024 (the “Closing Date” or “Closing”), the Company, Stonepeak, and Evolve entered into a Limited Liability Company Interest Sale Agreement (the “Sale Agreement”), pursuant to which Stonepeak and Evolve sold their combined 49% membership interest in Levo to the Company for a de minimis price. As a result of the Closing, the Company became the 100% owner of Levo. The Sale Agreement contains customary representations, warranties, and covenants. Deep Impact On August 16, 2024, the Company, Nuvve CPO, and WISE EV-LLC (“WISE”), entered into the definitive agreements to form Deep Impact 1 LLC, a Delaware limited liability company (“Deep Impact”) in which the Company holds a 51% equity interest by way of Nuvve CPO, and in which WISE holds a 49% equity interest. Deep Impact is an entity formed for the principal purpose of operation, installation, maintenance of electric vehicle chargers and other related activities and services created as a business venture between the Company, Nuvve CPO and Wise. In connection with the Deep Impact, Nuvve CPO, WISE and Deep Impact entered into a Contribution and Unit Purchase Agreement (the “Contribution Agreement”), pursuant to which Nuvve CPO and WISE agreed to contribute $51 and $49, respectively to the Deep Impact, and to provide certain services pursuant to separate services agreements to Deep Impact. For such contributions and the services, Nuvve CPO received 51 membership units in Deep Impact, equal to a 51% equity interest, and WISE received 49 membership units in Deep Impact, equal to a 49% equity interest.

Stockholders’ Equity (Deficit) - Unit Purchase Option (Details)	Feb. 19, 2020 USD ($) $ / shares shares
Newborn \| IPO
Stockholders' Equity [Line Items]
Number of warrants per unit (in Shares)	1
Class of warrant or right, number of securities called by each warrant	1
Unit Purchase Option
Stockholders' Equity [Line Items]
Shares issued (in Dollars per share) \| $ / shares	$ 40,000
Exercisable units (in shares)	791
Options exercisable (in Dollars per share) \| $ / shares	$ 4,600
Aggregate exercise price \| $	$ 3,636,875
Number of shares included in a unit (in shares)	1.1
Unit Purchase Option \| Minimum
Stockholders' Equity [Line Items]
Right to registration, period	5 years
Unit Purchase Option \| Maximum
Stockholders' Equity [Line Items]
Right to registration, period	7 years

Inventories (Details) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Inventory [Line Items]
Inventory, gross	$ 5,658,741	$ 5,889,453
DC Chargers
Inventory [Line Items]
Inventory, gross	5,024,500	5,275,934
AC Chargers
Inventory [Line Items]
Inventory, gross	490,629	236,316
Component parts and Carbon Credit
Inventory [Line Items]
Inventory, gross	$ 143,612	$ 377,203

Noncontrolling Interest - Schedule of nonvested Class D Incentive Units (Details) - Class D Incentive Units	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Shares
Beginning balance (in Shares) \| shares	50,000
Granted (in Shares) \| shares	0
Vested (in Shares) \| shares	0
Cancelled (in Shares) \| shares	50,000
Ending balance (in Shares) \| shares	0
Weighted- Average Grant Date Fair Value($)
Beginning balance (in Dollars per share) \| $ / shares	$ 12.49
Granted (in Dollars per share) \| $ / shares	0
Vested (in Dollars per share) \| $ / shares	0
Cancelled (in Dollars per share) \| $ / shares	12.49
Ending balance (in Dollars per share) \| $ / shares	$ 0

Stock Option Plan - Schedule of stock option activity (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
2010 Plan
Shares
Beginning balance (in Shares)	1,916
Granted, (in Shares)	0
Exercised (in Shares)	0
Forfeited (in Shares)	0
Expired/Cancelled (in Shares)	0
Ending balance (in Shares)	1,916	1,916
Options exercisable (in Shares)	1,916
Options vested (in Shares)	1,916
Weighted- Average Exercise Price per Share($)
Beginning balance (in Dollars per share)	$ 1,033.5
Granted (in Dollars per share)	0
Exercised (in Dollars per share)	0
Forfeited (in Dollars per share)	0
Expired/Cancelled (in Dollars per share)	0
Ending balance (in Dollars per share)	1,034	$ 1,033.5
Options exercisable (in Dollars per share)	1,033.6
Options vested (in Dollars per share)	$ 1,033.6
Weighted- Average Remaining Contractual Term (Years)
Outstanding, weighted-average remaining contractual term	2 years 9 months 14 days	3 years 6 months 10 days
Options exercisable, weighted average remaining contractual term	2 years 9 months 14 days
Options vested, weighted average remaining contractual term	2 years 9 months 14 days
Aggregate Intrinsic Value($)
Outstanding	$ 0	$ 0
Exercisable	0
Vested	$ 0
2020 Plan
Shares
Beginning balance (in Shares)	5,789
Granted, (in Shares)	0
Exercised (in Shares)	0
Forfeited (in Shares)	(409)
Expired/Cancelled (in Shares)	(462)
Ending balance (in Shares)	4,919	5,789
Options exercisable (in Shares)	3,257
Options vested (in Shares)	3,257
Weighted- Average Exercise Price per Share($)
Beginning balance (in Dollars per share)	$ 3,386.7
Granted (in Dollars per share)	0
Exercised (in Dollars per share)	0
Forfeited (in Dollars per share)	1,238.9
Expired/Cancelled (in Dollars per share)	1,095.4
Ending balance (in Dollars per share)	3,775.99	$ 3,386.7
Options exercisable (in Dollars per share)	4,979.61
Options vested (in Dollars per share)	$ 4,979.61
Weighted- Average Remaining Contractual Term (Years)
Outstanding, weighted-average remaining contractual term	6 years 11 months 4 days	7 years 10 months 28 days
Options exercisable, weighted average remaining contractual term	6 years 6 months 25 days
Options vested, weighted average remaining contractual term	6 years 6 months 25 days
Aggregate Intrinsic Value($)
Outstanding	$ 0	$ 0
Exercisable	0
Vested	$ 0

Debt - Narrative (Details)		1 Months Ended	3 Months Ended		7 Months Ended	9 Months Ended
Debt - Narrative (Details)	Aug. 27, 2024 USD ($) $ / shares	Oct. 31, 2024 USD ($) $ / shares shares	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Mar. 06, 2025 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Oct. 01, 2024 shares	Aug. 16, 2024 USD ($) membershipUnit	Aug. 09, 2024 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Debt instrument, interest to be paid						$ 193,322	$ 0
Debt discount			$ 75,833			75,833					$ 0
Term loan
Debt Instrument [Line Items]
Interest expense			219,159	$ 0		219,159	0
Promissory Notes - August 27, 2024 \| Gregory Poilasne and David Robson
Debt Instrument [Line Items]
Net proceeds	$ 475,000
Senior Convertible Notes - October 2024 \| Subsequent Event
Debt Instrument [Line Items]
Conversion price (in Dollars per share) \| $ / shares		$ 3.402
Debt instrument, term		18 months
Equity financing, conversion price, percent of price paid		8.00%
Number of securities called by warrants (in shares) \| shares		1,102,295
Warrants exercised (in percent)		100.00%
Exercise price (in Dollars per share) \| $ / shares		$ 3.78
Subordinated Business Loan \| Term loan
Debt Instrument [Line Items]
Debt instrument, face amount										$ 1,000,000
Subordinated Business Loan \| Term loan \| Forecast
Debt Instrument [Line Items]
Debt instrument, weekly principal and interest payment					$ 50,750
Debt instrument, interest to be paid					$ 522,501
Promissory Notes \| Promissory Notes - August 16, 2024
Debt Instrument [Line Items]
Debt instrument, interest to be paid				0			0
Interest expense			6,946			6,946
Debt instrument, face amount									$ 750,000
Debt instrument, stated rate									17.50%
Equity method investment, Membership units \| membershipUnit									101
Equity method investment, Entitled share of operating cash flows, percent									25.00%
Promissory Notes \| Promissory Notes - August 16, 2024 \| Gregory Poilasne and David Robson
Debt Instrument [Line Items]
Debt instrument, face amount									$ 1,500,000
Promissory Notes \| Promissory Notes - August 16, 2024 \| Chief Executive Officer
Debt Instrument [Line Items]
Funded amount			610,500			610,500
Promissory Notes \| Promissory Notes - August 16, 2024 \| Chief Financial Officer
Debt Instrument [Line Items]
Funded amount			230,000			230,000
Promissory Notes \| Promissory Notes - August 27, 2024
Debt Instrument [Line Items]
Interest expense			16,875			16,875
Debt instrument, face amount	250,000
Debt discount	$ 12,500
Original issue discount (percent)	5.00%
Purchase price	$ 237,500
Conversion price (in Dollars per share) \| $ / shares	$ 0.492
Promissory Notes \| Promissory Notes - August 27, 2024 \| Minimum
Debt Instrument [Line Items]
Debt instrument, stated rate	10.50%
Promissory Notes \| Promissory Notes - August 27, 2024 \| Maximum
Debt Instrument [Line Items]
Debt instrument, stated rate	12.50%
Promissory Notes \| Promissory Notes - August 27, 2024 \| Gregory Poilasne and David Robson
Debt Instrument [Line Items]
Debt instrument, face amount	$ 500,000
Promissory Notes \| Senior Convertible Notes - October 2024
Debt Instrument [Line Items]
Interest expense			$ 0	$ 0		$ 0	$ 0
Promissory Notes \| Senior Convertible Notes - October 2024 \| Subsequent Event
Debt Instrument [Line Items]
Debt instrument, face amount		$ 3,750,000.01
Debt discount		375,000
Purchase price		3,375,000.01
Promissory Notes \| Senior Convertible Notes - October 2024 \| Chief Executive Officer \| Subsequent Event
Debt Instrument [Line Items]
Debt instrument, face amount		250,000
Debt discount		$ 25,000
Original issue discount (percent)		10.00%
Purchase price		$ 225,000
Number of securities called by warrants (in shares) \| shares								73,487

Commitments and Contingencies - Narrative (Details)			1 Months Ended	2 Months Ended	9 Months Ended	12 Months Ended
Commitments and Contingencies - Narrative (Details)	Feb. 02, 2024 USD ($)	Nov. 01, 2023 USD ($) bus	Nov. 30, 2017 USD ($)	Nov. 30, 2021 USD ($) bus	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)	Sep. 30, 2023 USD ($)	Jul. 20, 2021 USD ($)	Sep. 01, 2016 USD ($)
Other Commitments [Line Items]
Installment amount					$ 104,714		$ 300,000		$ 400,000
Property expire					20 years
Royalty expense, aggregate amount under agreement					$ 700,000
Royalty expense					0	$ 0
Acquisition costs, amortization period			15 years
Investment					270,000
Purchase obligation								$ 13,200,000
Loss contingency, accrual current	$ 460,000
Loss Contingency, Accrual Payment Period	15 days
Loss Contingency, accrual noncurrent	$ 2,400,000
Loss contingency, accrual payments percentage	50.00%
Loss contingency minimum payment upon shipment, period	12 months
Loss contingency remaining payment upon shipment, period	24 months
School Bus Storage Litigation
Other Commitments [Line Items]
Number of school buses purchased \| bus				5
Number of school buses in dispute \| bus				4
Storage fees in dispute				$ 450,000
Number of buses granted release by the court \| bus		4
Number of buses with MSO's \| bus		5
Injunction bond		$ 550,000
Required period for posting injunction bond		7 days
IP Acquisition Agreement
Other Commitments [Line Items]
Asset acquisition, upfront payment			$ 500,000
Asset acquisition, equity consideration transferred			1,491,556
Asset acquisition, consideration transferred			1,991,556
Royalties payments			$ 7,500,000
Royalty agreement, minimum access period to Company's GIVe platform			6 months
Related Party
Other Commitments [Line Items]
Related party debt outstanding					$ 258,356

Leases - Sublease (Details)	1 Months Ended	3 Months Ended		9 Months Ended
Leases - Sublease (Details)	Apr. 30, 2022 USD ($) ft²	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)
Lessee, Lease, Description [Line Items]
Net area subleased \| ft²	4,811
Minimum
Lessee, Lease, Description [Line Items]
Sublease term	6 months
Sublease monthly rental income	$ 2,250
Maximum
Lessee, Lease, Description [Line Items]
Sublease term	12 months
Sublease monthly rental income	$ 14,500
Other, net
Lessee, Lease, Description [Line Items]
Sublease lease income		$ 86,675	$ 134,402	$ 300,054	$ 366,087

Leases - Lease cost (Details) - USD ($)	3 Months Ended		9 Months Ended
Leases - Lease cost (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Lessee, Lease, Description [Line Items]
Operating lease assets	$ 4,624,783		$ 4,624,783		$ 4,839,526
Finance lease assets	8,636		8,636		13,154
Total lease assets	$ 4,633,420		$ 4,633,420		4,852,680
Finance lease, right-of-use asset, statement of financial position [extensible list]	Property and equipment, net		Property and equipment, net
Operating lease liabilities - current	$ 971,631		$ 971,631		856,250
Operating lease liabilities - noncurrent	4,391,413		4,391,413		4,646,383
Finance lease liabilities - current	7,279		7,279		7,391
Finance lease liabilities - noncurrent	3,158		3,158		7,764
Total lease obligations	$ 5,373,481		$ 5,373,481		$ 5,517,788
Finance lease, liability, current, statement of financial position, extensible list	Other liabilities		Other liabilities
Finance lease, liability, noncurrent, statement of financial position, extensible list	Other long-term liabilities		Other long-term liabilities
Total lease expense	$ 233,938	$ 230,471	$ 694,412	$ 691,515
Selling, general and administrative
Lessee, Lease, Description [Line Items]
Operating lease expense	232,255	228,633	689,503	685,900
Amortization of finance lease assets	1,370	1,414	3,917	4,242
Interest (expense) income, net
Lessee, Lease, Description [Line Items]
Interest (expense) income, net	$ 314	$ 424	$ 992	$ 1,373

Commitments and Contingencies

9 Months Ended

Sep. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

(a) Legal Matters

The Company is subject to various claims and legal proceedings covering matters that arise in the ordinary course of its business activities, including product liability claims. Management believes that any liability that may ultimately result from the resolution of these matters will not have a material adverse effect on the financial condition or results of operations of the Company. Please see Note 17(e) and (f) below for details regarding legal proceedings with Company suppliers.

(b) Research Agreement

Effective September 1, 2016, the Company is party to a research agreement with a third party, which is also a Company stockholder, whereby the third party will perform research activity as specified annually by the Company. Under the terms of the agreement, the Company paid a minimum of $400,000 annually in equal quarterly installments. For the nine months ended September 30, 2024 and 2023, $104,714 and $300,000, respectively, were paid under the research agreement. In September 2023, the agreement was renewed through December 2024. At September 30, 2024, $258,356 remained to be paid under the renewed agreement.

The Company was a party to a licensing agreement for non-exclusive rights to intellectual property which would expire at the later of the date at which the last patent underlying the intellectual property expires or 20 years from the sale of the first licensed product. Under the terms of the agreement, the Company would have had to pay up to an aggregate of $700,000 in royalties upon achievement of certain milestones. As of September 30, 2024 and December 31, 2023, no royalty expenses had been incurred under this agreement.

The licensing agreement was replaced in November 2017, when the Company executed an agreement ("IP Acquisition Agreement") with the University of Delaware ("Seller") whereby all rights, title, and interest in the licensed intellectual property was assigned to the Company in exchange for an upfront fee of $500,000 and common shares valued at $1,491,556. The total acquisition cost of $1,991,556 was capitalized and is being amortized over the fifteen year expected life of the patents underlying the intellectual property. Under the terms of the agreement, the Company will pay up to an aggregate $7,500,000 in royalties to the Seller upon achievement of milestones, related to the aggregate number of vehicles that have had access to the Company’s GIVe platform system for a period of at least six consecutive months, and for which the Company has received monetary consideration for such access pursuant to a subscription or other similar agreement with the vehicle’s owner as follows:


Milestone Event: Aggregated Vehicles	Milestone Payment Amount
10,000	$	500,000
20,000	750,000
40,000	750,000
60,000	750,000
80,000	750,000
100,000	1,000,000
200,000	1,000,000
250,000	2,000,000
	$	7,500,000

The Seller will retain a non-exclusive, royalty-free license, to utilize the intellectual property solely for research and education purposes. As of September 30, 2024, no royalty expenses had been incurred under this agreement.

(d) Investment

The Company is committed to possible future additional contributions to the Investment in Dreev (Note 6) in the amount of $270,000.

(e) Purchase Commitments

On July 20, 2021, Nuvve issued a purchase order (“PO”) to its supplier, Rhombus Energy Solutions, Inc. (“Rhombus”), for a quantity of DC fast chargers and dispensers for EVs (the “DC Chargers”), for a total price of $13.2 million. A dispute (the "Dispute") arose as to the PO, and an arbitration proceeding was initiated.

On February 2, 2024 (the “Settlement Date”), the Company and Rhombus entered into a settlement and release agreement (the “Settlement Agreement”) pursuant to which, among other things, the Company agreed to pay Rhombus approximately $0.46 million for certain initial DC Chargers within 15 days from the Settlement Date. The Company further agreed to pay Rhombus an aggregate of $2.40 million for certain DC Chargers upon shipment with payments correlating to the amounts shipped due prior to shipment, a minimum of 50% of which shall be paid within 12 months after the Settlement Date, with the remaining balance, if any, to be paid within 24 months after the Settlement Date. The Settlement Agreement further provides for the dismissal of the legal action as to the Company and Rhombus. The Company and Rhombus agreed to release one another from any and all claims relating to the Dispute.

(f) School Bus Storage Litigation

In October and November 2021, the Company purchased an aggregate of five school buses from a certain school bus dealership in Pittsburgh, Pennsylvania. Thereafter, the Company entered into agreements to sell these buses to certain third-party purchasers. However, the dealership refused to release four of the buses and to provide us with a manufacturer statement of origin (an “MSO”) for all five buses, claiming that the Company owed them approximately $0.45 million in storage fees allegedly incurred since January 2022. The Company disputed that it had an obligation to pay the storage fees as well as the amount of fees demanded by the dealership, and filed a petition for preliminary injunction with the Court of Common Pleas of Allegheny County, Pennsylvania.

On November 1, 2023, the court granted the Company's petition for preliminary injunction requiring the dealership to release and provide keys for the four buses and to provide the MSOs for all five buses, contingent on the Company posting an injunction bond in the amount of $0.55 million within seven days of the order. The Company timely posted the injunction bond on November 7, 2023. The Company anticipates that the storage fee dispute with the dealership will be adjudicated by the end of the fiscal year 2024.

Stock Option Plan - Narrative (Details) - USD ($)	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
Stock Option Plan - Narrative (Details) - USD ($)	Jun. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2021	Nov. 05, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based option modified (in Shares)						41,000
Increase decrease exercise price (in Dollars per share)						$ 24.00
Incremental compensation cost (in Dollars)						$ 246,000
Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Additional compensation expense		$ 0	$ 16,791	$ 169	$ 55,307
Restricted stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized compensation cost related to nonvested restricted stock		$ 0		$ 0
2020 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of additional shares authorized (in shares)	10,000
Aggregate of common shares (in Shares)		18,250		18,250
Option contractual life				10 years
Weighted average grant date fair value of options granted during period (in Dollars per share)				$ 0
2020 Plan \| Subsequent Event
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Issuance of common stock available for future (in Shares)							16,212
2020 Plan \| Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Option vesting period				4 years
2010 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average grant date fair value of options granted during period (in Dollars per share)				$ 0

Stock Option Plan - Schedule of nonvested restricted stock units (Details) - Restricted Stock Units (RSUs)	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Shares
Beginning balance (in Shares) \| shares	1,031
Granted (in Shares) \| shares	0
Vested/Release (in Shares) \| shares	(737)
Cancelled/Forfeited (in Shares) \| shares	(293)
Ending balance (in Shares) \| shares	0
Weighted- Average Grant Date Fair Value($)
Beginning balance (in Dollars per share) \| $ / shares	$ 980.30
Granted (in Dollars per share) \| $ / shares	0
Vested/Release (in Dollars per share) \| $ / shares	2,611.4
Cancelled/Forfeited (in Dollars per share) \| $ / shares	2,801.3
Ending balance (in Dollars per share) \| $ / shares	$ 0

Stockholders’ Equity (Deficit)

9 Months Ended

Sep. 30, 2024

Stockholders' Equity Note [Abstract]

Stockholders’ Equity (Deficit)

Reverse Stock Splits

The Reverse Stock Splits did not affect the number of authorized shares of the Company's common stock or the par value of the common stock. Following the January 2024 Reverse Stock Split's effectiveness on January 19, 2024, all references in the condensed consolidated financial statements to number of shares of common stock issued or outstanding, price per share and weighted average number of shares outstanding prior to the 1- for - 40 reverse split have been adjusted to reflect the stock split on a retroactive basis as of the earliest period presented.

Additionally, at the Company’s Annual Meeting of Stockholders held on September 9, 2024, the Company’s stockholders approved a proposal to authorize a reverse stock split of the Company’s common stock, and the Board approved a 1-for-10 reverse split ratio for the September 2024 Reverse Stock Split, which became effective September 17, 2024. Therefore, in addition to the January Reverse Stock Split, following the September 2024 Reverse Stock Split's effectiveness on September 17, 2024, all references in the condensed consolidated financial statements to number of common shares issued or outstanding, price per share and weighted average number of shares outstanding prior to the 1- for - 10 September 2024 Reverse Stock Split have been adjusted to reflect the stock split on a retroactive basis as of the earliest period presented.

Authorized Shares

As of September 30, 2024, the Company has authorized two classes of stock, Common Stock, and Preferred Stock. The total number of shares of all classes of capital stock which the Company has authority to issue is 101,000,000, of which 100,000,000 authorized shares are Common Stock with a par value of $0.0001 per share (“Common Stock”), and 1,000,000 authorized shares are Preferred Stock of the par value of $0.0001 per share (“Preferred Stock”). Please see Note 11, “Stockholders' Equity,” in the Notes to Consolidated Financial Statements included in the Company’s 2023 Form 10-K for a detailed discussion of the Company’s stockholders' equity.

February 2024 Public Offering

On January 31, 2024, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Craig-Hallum Capital Group LLC (“Craig-Hallum”) regarding an underwritten public offering of its securities (the “Offering”). The Offering was conducted pursuant to our Registration Statement on Form S-1 filed with the SEC, which was declared effective as of January 31, 2024. On February 2, 2024, the Company completed the Offering and received gross proceeds of approximately $9.6 million prior to deducting underwriting discounts and commissions and offering expenses. Craig-Hallum received underwriting discounts and commissions equal to 7.0% of the gross proceeds of the Offering, and is further entitled to receive 7.0% of the gross proceeds received by the Company in connection with the exercise of any of the outstanding Series B Warrants issued in the Offering.

As noted above, on January 31, 2024, the Company entered into an Underwriting Agreement regarding the Offering which was comprised of the followings:

1.303,500 shares of common stock;

2.176,500 pre-funded warrants (“Pre-Funded Warrants”) to purchase shares of common stock;

3.480,000 Series A Warrants (“Series A Warrants”) to purchase shares of common stock, with an initial exercise price of $20.00 per share and a term of five years following the issuance date;

4.480,000 Series B Warrants (“Series B Warrants”) to purchase shares of common stock with an exercise price of $20.00 per share and a term of nine months following the issuance date; and

5.480,000 Series C Warrants (“Series C Warrants”) to purchase shares of common stock with an exercise price of $20.00 per share and a term of five years following the issuance date, subject to early expiration as described below.

Each share of common stock and Pre-Funded Warrant issued in the Offering was accompanied by a Series A Warrant to purchase one share of common stock, a Series B Warrant to purchase one share of common stock and a Series C Warrant to purchase one share of common stock. The combined price per share of Common Stock and the accompanying Series A Warrant, Series B Warrant and Series C Warrant was $20.00. The combined price per share of each Pre-Funded Warrant and accompanying Series A Warrant, Series B Warrant, and Series C Warrant was equal to $19.9990, and the exercise price of each Pre-Funded Warrant is $0.0010 per share. The Series C Warrants may only be exercised to the extent and in proportion to a holder of the Series C Warrants exercising its Series B Warrants, and are subject to an early expiration of nine months, in proportion and only to the extent any Series C Warrants expire unexercised. In addition, Craig-Hallum was granted warrants to purchase up to 48,000 shares of common stock (the “Underwriter Warrants”) at an exercise price of $20.00 per share. The Underwriter Warrants have a term of five years and are immediately exercisable, provided that 24,000 of the shares of common stock underlying the Underwriter Warrants shall only be exercisable pro rata upon the exercise of the Series B Warrants issued in the Offering.

The fair value of the Series A, B and C Warrants are recorded as a liability in the condensed consolidated balance sheets with changes in fair value recorded in the condensed consolidated statements of operations as the warrants are deemed not to be indexed to the Company’s common stock. See Note 4 for details of changes in fair value of the warrants recorded in the condensed consolidated statement of operations.

Warrants - Stonepeak and Evolve

On May 17, 2021, in connection with the signing of a letter of agreement, relating to the formation of Levo (the "Letter Agreement"), the Company issued to Stonepeak and Evolve ten year warrants to purchase common stock (allocated 90% to Stonepeak and 10% to Evolve). See below for details. The grant-date fair value of the warrants issued to Stonepeak and Evolve were: series B $12.8 million, series C $5.6 million, series D $4.8 million, series E $3.8 million and series F $3.2 million. The fair values of the vested warrants are recorded in the condensed consolidated balance sheets in additional paid-in capital in stockholders' equity as the vested warrants are indexed to the Company’s common stock and meet the conditions for equity classification. The unvested warrants are recorded as a liability in the condensed consolidated balance sheets at fair value, with changes in fair value recorded in the condensed consolidated statements of operations as the unvested warrants are deemed not to be indexed to the Company’s common stock. See Note 4 for details of changes in fair value of the unvested warrants recorded in the condensed consolidated statement of operations.

The Company issued to Stonepeak and Evolve the following ten year warrants to purchase common stock (allocated 90% to Stonepeak and 10% to Evolve):

•Series B warrants to purchase 5,000 shares of the Company’s common stock, at an exercise price of $4,000.00 per share, which are fully vested upon issuance,

•Series C warrants to purchase 2,500 shares of the Company’s common stock, at an exercise price of $6,000.00 per share, which are vested as to 50% of the shares upon issuance and vest as to the remaining 50% when Levo has entered into contracts with third parties for $125 million in aggregate capital expenditures,

•Series D warrants to purchase 2,500 shares of the Company’s common stock, at an exercise price of $8,000.00 per share, which are vested as to 50% of the shares upon issuance and vest as to the remaining 50% when Levo has entered into contracts with third parties for $250 million in aggregate capital expenditures,

•Series E warrants to purchase 2,500 shares of the Company’s common stock, at an exercise price of $12,000.00 per share, which are vested as to 50% of the shares upon issuance and vest as to the remaining 50% when Levo has entered into contracts with third parties for $375 million in aggregate capital expenditures, and

•Series F warrants to purchase 2,500 shares of the Company’s common stock, at an exercise price of $16,000.00 per share, which are vested as to 50% of the shares upon issuance and vest as to the remaining 50% when Levo has entered into contracts with third parties for $500 million in aggregate capital expenditures.

The warrants may be exercised at any time on or after the date that is 180 days after the applicable vesting date.

In connection with, and pursuant to Stonepeak and Evolve's sale of their combined interest in Levo to the Company (See Note 1), the Company became the 100% owner of Levo, and the warrants issued to Stonepeak and Evolve were cancelled. See the warrants summary table below.

Securities Purchase Agreement

On May 17, 2021, in connection with the signing of the Letter Agreement, the Company entered into a Securities Purchase Agreement with Stonepeak and Evolve which provide them from time to time between November 13, 2021 and November 17, 2028, in their sole discretion, to purchase up to an aggregate of $250 million in shares of the Company’s common stock at a purchase price of $20,000.00 per share (allocated 90% to Stonepeak and 10% to Evolve). See below for details. The grant-date fair value of the Securities Purchase Agreement to purchase shares of the Company’s common stock was $12.6 million, and is recorded in the condensed consolidated balance sheets as equity in additional-paid-in capital as it is indexed to the Company’s common stock and meets the conditions for equity classification.

In connection with the signing of the Letter Agreement, as referenced above, the Company also entered into a Securities Purchase Agreement (the “SPA”) and a Registration Rights Agreement (the “RRA”) with Stonepeak and Evolve.

•The SPA includes customary representations and warranties and closing conditions and customary indemnification provisions. In addition, Stonepeak and Evolve may elect to purchase shares under the SPA on a cashless basis in the event of a change of control of the Company.

In connection with, and pursuant to Stonepeak and Evolve's sale of their combined interest in Levo to the Company (See Note 1), the Company became the 100% owner of Levo, and the SPA issued to Stonepeak and Evolve were cancelled.

Warrants - Public and Private

In connection with its initial public offering on February 19, 2020, Newborn sold 14,375 units, which included one warrant to purchase Newborn’s common stock (the “Public Warrants”). Also, on February 19, 2020, NeoGenesis Holding Co., Ltd., Newborn’s sponsor (“the Sponsor”), purchased an aggregate of 681 private units, each of which included one warrant (the “Private Warrants”), which have the same terms as the Public Warrants. Upon completion of the merger between Nuvve and Newborn, the Public Warrants and Private Warrants were automatically converted to warrants to purchase Common Stock of the Company.

The terms of the Private Warrants are identical to the Public Warrants as described above, except that the Private Warrants are not redeemable so long as they are held by the Sponsor or its permitted transferees. Concurrently with the execution of the Merger Agreement on November 11, 2020, Newborn entered into subscription agreements with certain accredited investors pursuant to which the investors agreed to purchase 3,563 of Newborn’s common stock, at a purchase price of $4,000.00 per share, for an aggregate purchase price of $14,250,000 (the "PIPE"). Upon closing of the PIPE immediately prior to the closing of the Business Combination, the PIPE investors also received 1.9 PIPE Warrants to purchase the Company’s Common Stock for each share of Common Stock purchased. The PIPE Warrants are each exercisable for one-half of a common share at $4,600.00 per share and have the same terms as described above for the Public Warrants. The PIPE investors received demand and piggyback registration rights in connection with the securities issued to them.

Because the Private Warrants have dissimilar terms with respect to the Company’s redemption rights depending on the holder of the Private Warrants, the Company determined that the Private Warrants are required to be carried as a liability in the condensed consolidated balance sheet at fair value, with changes in fair value recorded in the condensed consolidated statement of operations. The Private Warrants are reflected as a liability in the condensed consolidated balance sheet as of September 30, 2024 and the change in the fair value of the Private Warrants is reflected in the condensed consolidated statement of operations. See Note 4 for details of changes in fair value of the Private Warrants recorded in the condensed consolidated statement of operations.

In July 2024, the Company granted 60,000 shares of Private Pre-funded Warrants to an investor of the Company as compensation for certain services rendered. The Private Pre-funded Warrants are reflected as a liability in the condensed consolidated balance sheet as of September 30, 2024 and the change in the fair value of the Private Pre-funded Warrants is reflected in the condensed consolidated statement of operations. See Note 4 for details of changes in fair value of the Private Pre-funded Warrants recorded in the condensed consolidated statement of operations.

The following table is a summary of the number of shares of the Company’s Common Stock issuable upon exercise of warrants outstanding at September 30, 2024:


	Number of Warrants	Number of Warrants Exercised	Number of Warrants Cancelled	Number of Warrants Exercisable	Exercise Price	Expiration Date
Public Warrants	7,188	—	—	7,188	$4,600.00	March 19, 2026
Private Warrants - February 2020	341	—	—	341	$4,600.00	March 19, 2026
Private Pre-Funded Warrants - July 2024	60,000	30,000	—	30,000	$0.0010	Until Exercised in Full
PIPE Warrants	3,384	—	—	3,384	$4,600.00	March 19, 2026
Stonepeak/Evolve Warrants - series B	5,000	—	5,000	—	$4,000.00	May 17, 2031
Stonepeak/Evolve Warrants - series C	2,500	—	2,500	—	$6,000.00	May 17, 2031
Stonepeak/Evolve Warrants - series D	2,500	—	2,500	—	$8,000.00	May 17, 2031
Stonepeak/Evolve Warrants - series E	2,500	—	2,500	—	$12,000.00	May 17, 2031
Stonepeak/Evolve Warrants - series F	2,500	—	2,500	—	$16,000.00	May 17, 2031
2022 July Institutional/Accredited Investor Warrants	10,000	—	—	10,000	$1,500.00	January 29, 2028
Underwriter Warrants - February 2024 offering	48,000	—	—	48,000	$20.00	February 2, 2029
2024 February Institutional/Accredited Investor Pre-Funded Warrants	57,500	57,500	—	—	$0.0010	February 2, 2029
2024 February Institutional/Accredited Investor Warrants - series A	480,000	—	—	480,000	$20.00	February 2, 2029
2024 February Institutional/Accredited Investor Warrants - series B	480,000	30,000	—	450,000	$20.00	November 2, 2024
2024 February Institutional/Accredited Investor Warrants - series C	480,000	—	—	480,000	$20.00	February 2, 2029
	1,641,413	117,500	15,000	1,508,913

Unit Purchase Option

On February 19, 2020, Newborn sold to the underwriters of its initial public offering for $40,000, a unit purchase option ("UPO") to purchase up to a total of 791 units at $4,600.00 per unit (or an aggregate exercise price of $3,636,875) commencing

on the date of Newborn's initial business combination, March 19, 2021, and expiring February 13, 2025. Each unit issuable upon exercise of the UPO consists of one and one-tenth of a share of the Company's common stock and one warrant to purchase one share of the Company's common stock at the exercise price of $4,600.00 per share. The warrant has the same terms as the Public Warrant. In no event will the Company be required to net cash settle the exercise of the UPO or the warrants underlying the UPO. The holders of the unit purchase option have demand and "piggy back" registration rights for periods of five and seven years, respectively, from the effective date of the IPO, including securities directly and indirectly issuable upon exercise of the unit purchase option. The UPO is classified within stockholders’ equity as “additional paid-in capital” in accordance with ASC 815-40, Derivatives and Hedging-Contracts in an Entity’s Own Equity, as the UPO is indexed to the Company’s common stock and meets the conditions for equity classification.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Statement of Comprehensive Income [Abstract]
Net loss	$ (1,649,843)	$ (8,333,345)	$ (12,327,595)	$ (23,977,547)
Other comprehensive (loss) income, net of taxes
Foreign currency translation adjustments, net of taxes	2,214	18,124	(19,530)	28,357
Total comprehensive loss	(1,647,629)	(8,315,221)	(12,347,125)	(23,949,190)
Less: Comprehensive income (loss) attributable to non-controlling interests	0	8,285	0	23,039
Comprehensive loss attributable to Nuvve Holding Corp.	(1,647,629)	(8,323,506)	(12,347,125)	(23,972,229)
Less: Preferred dividends on redeemable non-controlling interests	0	(72,092)	0	(212,062)
Less: Accretion on redeemable non-controlling interests preferred shares	0	(161,466)	0	(484,398)
Comprehensive loss attributable to Nuvve Holding Corp. common stockholders	$ (1,647,629)	$ (8,089,948)	$ (12,347,125)	$ (23,275,769)

Revenue Recognition

9 Months Ended

Sep. 30, 2024

Revenue from Contract with Customer [Abstract]

Revenue Recognition

The disclosures below discuss the Company’s material revenue contracts.

The following table provides information regarding disaggregated revenue:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue recognized over time:
Services - engineering and others	$	1,111,863	$	301,656	$	1,478,363	$	931,853
Grid services	153,636		564,821		308,574		788,409
Grants	108,885		73,563		323,722		219,082
Revenue recognized at point in time:
Products	543,834		1,772,532		1,389,495		4,748,141
Total revenue	$	1,918,218	$	2,712,572	$	3,500,154	$	6,687,485


2024 (remaining three months)	110,093
2025	479,103
2026	137,605
2027	115,116
Thereafter	122,864
Total (1)	$	964,781

__________________

(1) The revenue recognition is subject to the completion of construction and commissioning of the EV infrastructure.

The Company operates in a single business segment, which is the EV V2G Charging segment. The following table summarizes the Company’s revenues by geography:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenues:
United States	$	1,814,904	$	2,552,138	$	3,316,968	$	6,290,200
United Kingdom	—		—		—		33,047
Denmark	103,314		160,434		183,186		364,238
	$	1,918,218	$	2,712,572	$	3,500,154	$	6,687,485

The following table summarizes the Company’s intangible assets and property, plant and equipment in different geographic locations:


	September 30, 2024		December 31, 2023
Long-lived assets:
United States	$	1,577,709	$	1,741,009
United Kingdom	1,901		2,894
Denmark	189,212		224,564
	$	1,768,822	$	1,968,467

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
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-URI https://asc.fasb.org/1943274/2147479806/606-10-50-9

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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Intangible Assets

9 Months Ended

Sep. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

At both September 30, 2024 and December 31, 2023, the Company had recorded a gross intangible asset balance of $2,091,556, which is related to patent and intangible property rights acquired. Amortization expense of intangible assets was $34,860 for each of the three months ended September 30, 2024 and 2023. Amortization expense of intangible assets was $104,578 for each of the nine months ended September 30, 2024 and 2023. Accumulated amortization totaled $993,931 and $889,353 at September 30, 2024 and December 31, 2023, respectively.

The net amount of intangible assets of $1,097,625 at September 30, 2024, will be amortized over the weighted average remaining life of 8.1 years.

Total estimated future amortization expense is as follows:


2024 (remaining three months)	$	34,859
2025	139,437
2026	137,770
2027	132,770
2028	132,770
Thereafter	520,019
	$	1,097,625

Fair Value Measurements

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurements


	Level 1: Quoted Prices in Active Markets for Identical Assets		Level 2: Significant Other Observable Inputs		Level 3: Significant Unobservable Inputs		Total at September 30, 2024		Total Gains (Losses) For The Three Months Ended September 30, 2024		Total Gains (Losses) For The Nine Months Ended September 30, 2024
Recurring fair value measurements
Private warrants - February 2020	$	—	$	—	$	—	$	—	$	—	$	—
Private warrants - July 2024	$	—	$	—	$	159,000	$	159,000	$	80,673	$	80,673
Stonepeak and Evolve unvested warrants	$	—	$	—	$	—	$	—	$	—	$	—
2022 July Institutional/Accredited Investor warrants	$	—	$	—	$	—	$	—	$	—	$	4,621
2024 February Institutional/Accredited Investor warrants	$	—	$	—	$	755,841	$	755,841	$	728,663	$	3,036,476
Derivative liability - non-controlling redeemable preferred shares	$	—	$	—	$	—	$	—	$	—	$	(3,626)
Total recurring fair value measurements	$	—	$	—	$	914,841	$	914,841	$	809,336	$	3,118,144


	Level 1: Quoted Prices in Active Markets for Identical Assets		Level 2: Significant Other Observable Inputs		Level 3: Significant Unobservable Inputs		Total at December 31, 2023		Total Gains (Losses) For The Three Months Ended September 30, 2023		Total Gains (Losses) For The Nine Months Ended September 30, 2023
Recurring fair value measurements
Private warrants - February 2020	$	—	$	—	$	—	$	—	$	212	$	1,996
Stonepeak and Evolve unvested warrants	$	—	$	—	$	—	$	—	—		—
2022 July Institutional/Accredited Investor warrants	$	—	$	—	$	4,621	$	4,621	$	214,361	$	142,613
Derivative liability - non-controlling redeemable preferred shares	$	—	$	—	$	309,728	$	309,728	$	67,366	$	73,585
Total recurring fair value measurements	$	—	$	—	$	314,349	$	314,349	$	281,939	$	218,194


	Private warrants - February 2020		Private warrants - July 2024		Stonepeak and Evolve unvested warrants		2022 July Institutional/Accredited Investor warrants		2024 February Institutional/Accredited Investor warrants		Non-controlling redeemable preferred shares - derivative liability

Balance at December 31, 2023	$	—	$	—	$	—	$	4,621	$	—	$	309,728
Initial fair value	—		—		—		—		3,792,317		—
Total (gains) losses for period included in earnings	—		—		—		(4,619)		(723,043)		11,533
Balance at March 31, 2024	—		—		—		3		3,069,274		321,261
Total (gains) losses for period included in earnings	—		—		—		(3)		(1,584,770)		(7,907)
Balance at June 30, 2024	—		—		—		—		1,484,504		313,354
Initial fair value	—		479,346		—		—		—		—
Exercise warrants	—		(239,673)		—		—		—		—
Cancelled - non-controlling redeemable preferred shares	—		—		—		—		—		(313,354)
Total (gains) losses for period included in earnings	—		(80,673)		—		—		(728,663)		—
Balance at September 30, 2024	$	—	$	159,000	$	—	$	—	$	755,841	$	—

The fair value of the level 3 Private Warrants - February 2020 was estimated at September 30, 2024 using the Black-Scholes model which used the following inputs: term of 1.72 years, risk free rate of 4.82%, no dividends, volatility of 46.0%, and strike price of $4,600.00.

The fair value of the level 3 Private Warrants - February 2020 was estimated at December 31, 2023 using the Black-Scholes model which used the following inputs: term of 2.22 years, risk free rate of 4.20%, no dividends, volatility of 60.0%, and strike price of $4,600.00.

The fair value of the level 3 Private Warrants - July 2024 was estimated at September 30, 2024 using the Black-Scholes model which used the following inputs: term of 4.98 years, risk free rate of 4.64%, no dividends, volatility of 58.98%, and strike price of $0.0010.

The fair value of the level 3 2022 July Institutional/Accredited Investor warrants was estimated at September 30, 2024 using the Black-Scholes model which used the following inputs: term of 3.60 years, risk free rate of 4.47%, no dividends, volatility of 57.0%, common stock price of $8.00, and strike price of $1,500.00.

The fair value of the level 3 2022 July Institutional/Accredited Investor warrants was estimated at December 31, 2023 using the Black-Scholes model which used the following inputs: term of 4.10 years, risk free rate of 3.92%, no dividends, volatility of 63.0%, common stock price of $1.20, and strike price of $1,500.00.

The fair value of the level 3 2024 February Institutional/Accredited Investor warrants was estimated at September 30, 2024 using the Black-Scholes model which used the following inputs: term of 4.35 years, risk free rate of 3.58%, no dividends, volatility of 101.0%, common stock price of $5.33, and strike price of $20.00.

Series C Unvested Warrants

Series D Unvested Warrants

Series E Unvested Warrants

Series F Unvested Warrants

Fair value (in millions)

$—

Valuation methodology

Monte Carlo Simulation & Black Scholes

Capital expenditure forecast (in millions)

$—

Probability of warrants vesting (a)

—%

__________________

Series C Unvested Warrants

Series D Unvested Warrants

Series E Unvested Warrants

Series F Unvested Warrants

Fair value (in millions)

$—

Valuation methodology

Monte Carlo Simulation & Black Scholes

Capital expenditure forecast (in millions)

$—

Probability of warrants vesting (a)

—%

__________________

(a) During the second quarter ended June 30, 2022, the Company significantly lowered its forecast of Levo's capital deployments due to the passage by the United States Congress of the Infrastructure Investment and Jobs Act bill, and the related unveiling of the Environmental Protection Agency’s 2022 Clean School Bus rebates. The resulting lower forecast of capital deployments reduced the probabilities of the future vesting of the unvested warrants. Therefore, at December 31, 2023, the Company has determined that it is unlikely that the unvested warrants will vest.

The fair value of the level 3 derivative liability - non-controlling redeemable preferred shares are estimated at December 31, 2023 using the Monte Carlo Simulation model which used the following inputs: terms range from 0.60 years to 7.0 years, risk free rate of 3.9%, no dividends, volatility of 79.0% and probability of redemptions triggered of 75.0%.

There were no transfers between Level 1 and Level 2 of the fair value hierarchy in 2024 and 2023.

Cash, accounts receivable, accounts payable, and accrued expenses are generally carried on the cost basis, which management believes approximates fair value due to the short-term maturity of these instruments.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Non-Controlling Interest - Non-controlling interests presented as a separate component of stockholders’ equity (Details) - USD ($)	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Beginning Balance			$ (4,894,101)				$ (4,894,101)
Net income (loss) attributable to non-controlling interests	$ 0			$ 8,285			0	$ 23,039
Less: dividends paid to non-controlling interests		$ 76,504	75,004	$ 72,092	$ 70,678	$ 69,292
Non-controlling interests	0						0		$ (4,894,101)
Levo Mobility LLC
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Beginning Balance			$ (4,894,101)			$ (3,950,186)	(4,894,101)	$ (3,950,186)	(3,950,186)
Net income (loss) attributable to non-controlling interests							(24,567)		(12,456)
Less: dividends paid to non-controlling interests							151,508		285,595
Less: Preferred share accretion adjustment							322,932		645,864
Cancellation of non-controlling interests							5,393,108		0
Non-controlling interests	$ 0						$ 0		$ (4,894,101)

- Definition

Amount of equity (deficit) attributable to noncontrolling interest. Excludes temporary equity.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

- Definition

Amount of Net Income (Loss) attributable to noncontrolling interest.

+ References

+ Details

Stockholders’ Equity (Deficit) - Schedule of common stock issuable upon exercise of warrants outstanding (Details)	9 Months Ended
	Sep. 30, 2024 $ / shares shares
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	1,641,413
Number of Warrants Exercised (in shares)	117,500
Number of Warrants Cancelled (in shares)	15,000
Number of Warrants Exercisable (in shares)	1,508,913
Public Warrants
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	7,188
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	7,188
Exercise price (in Dollars per share) \| $ / shares	$ 4,600
Private Warrants - February 2020
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	341
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	341
Exercise price (in Dollars per share) \| $ / shares	$ 4,600
Private Pre-Funded Warrants - July 2024
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	60,000
Number of Warrants Exercised (in shares)	30,000
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	30,000
Exercise price (in Dollars per share) \| $ / shares	$ 0.0010
PIPE Warrants
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	3,384
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	3,384
Exercise price (in Dollars per share) \| $ / shares	$ 4,600
Stonepeak/Evolve Warrants - series B
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	5,000
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	5,000
Number of Warrants Exercisable (in shares)	0
Exercise price (in Dollars per share) \| $ / shares	$ 4,000
Stonepeak/Evolve Warrants - series C
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	2,500
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	2,500
Number of Warrants Exercisable (in shares)	0
Exercise price (in Dollars per share) \| $ / shares	$ 6,000
Stonepeak/Evolve Warrants - series D
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	2,500
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	2,500
Number of Warrants Exercisable (in shares)	0
Exercise price (in Dollars per share) \| $ / shares	$ 8,000
Stonepeak/Evolve Warrants - series E
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	2,500
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	2,500
Number of Warrants Exercisable (in shares)	0
Exercise price (in Dollars per share) \| $ / shares	$ 12,000
Stonepeak/Evolve Warrants - series F
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	2,500
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	2,500
Number of Warrants Exercisable (in shares)	0
Exercise price (in Dollars per share) \| $ / shares	$ 16,000
2022 July Institutional/Accredited Investor Warrants
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	10,000
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	10,000
Exercise price (in Dollars per share) \| $ / shares	$ 1,500
Underwriter Warrants - February 2024 offering
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	48,000
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	48,000
Exercise price (in Dollars per share) \| $ / shares	$ 20.00
2024 February Institutional/Accredited Investor Pre-Funded Warrants
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	57,500
Number of Warrants Exercised (in shares)	57,500
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	0
Exercise price (in Dollars per share) \| $ / shares	$ 0.0010
2024 February Institutional/Accredited Investor Warrants - series A
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	480,000
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	480,000
Exercise price (in Dollars per share) \| $ / shares	$ 20.00
2024 February Institutional/Accredited Investor Warrants - series B
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	480,000
Number of Warrants Exercised (in shares)	30,000
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	450,000
Exercise price (in Dollars per share) \| $ / shares	$ 20.00
2024 February Institutional/Accredited Investor Warrants - series C
Stockholders’ Equity (Details) - Schedule of common stock issuable upon exercise of warrants outstanding [Line Items]
Number of Warrants (in shares)	480,000
Number of Warrants Exercised (in shares)	0
Number of Warrants Cancelled (in shares)	0
Number of Warrants Exercisable (in shares)	480,000
Exercise price (in Dollars per share) \| $ / shares	$ 20.00