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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACTOF 1934 For the fiscal year ended December 31, 2024 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGEACT OF 1934 For the transition period from ________ to _________ GREENWAVE TECHNOLOGY SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of theAct. YesNo Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) ofthe Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrantwas required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YesNo Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required tobe submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (orfor such shorter period that the registrant was required to submit such files). YesNo Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-acceleratedfiler, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,”“accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the ExchangeAct. Large accelerated filerAccelerated filerNon-accelerated filerSmaller Reporting Company Emerging Growth Company If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act. Indicate by check mark whether the Registrant has filed a report on and attestation to its management’s assessmentof the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act(15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financialstatements of the registrant included in the fi ling reflect the correction of an error to previously issued financialstatements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis ofincentive-based compensation received by any of the registrant’s executive officers during the relevant recoveryperiod pursuant to §240.10D-1(b). Indicate by check mark whether the Registrant is a shell company (as defined by Rule 12b-2 of the Exchange Act)YesNo The aggregate market value of voting and non-voting common equity held by non-affiliates of the Registrant was$19,426,520 as of June 28, 2024, the last business day of the Registrant’s most recently completed second fiscalquarter. The number of shares of Registrant’s common stock outstanding was 57,169,509 as of April 11, 2025. DOCUMENTS INCORPORATED BY REFERENCE Portions of the Company’s Proxy Statement to be filed with the Securities and Exchange Commission within 120days after the year covered by this Annual Report on Form 10-K with respect to our 2025 Annual Meeting ofStockholders are incorporated by reference into Part III of this report. GREENWAVE TECHNOLOGY SOLUTIONS, INC.FORM 10-K ANNUAL REPORTFOR THE FISCAL YEAR ENDEDDECEMBER 31, 2024TABLE OF CONTENTS PagePART I1Item 1.Business1Item 1A.Risk Factors7Item 1B.Unresolved Staff Comments20Item 1C.Cybersecurity20Item 2.Properties21Item 3.Legal Proceedings22Item 4.Mine Safety Disclosures22PART II22Item 5.Market for the Registrant’s Common Stock, Related Stockholder Matters and IssuerPurchases of Equity Securities22Item 6.Reserved23Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations23Item 7A.Quantitative and Qualitative Disclosures About Market Risk30Item 8.Financial Statements and Supplementary Data30Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure30Item 9A.Controls and Procedures30Item 9B.Other Information32Item 9C.Disclosure Regarding Foreign Jurisdictions That Prevent Inspections32PART III32Item 10.Directors, Executive Officers and Corporate Governance32Item 11.Executive Compensation32Item 12.SecurityOwnershipofCertainBeneficialOwnersandManagementandRelatedStockholder Matters32Item 13.Certain Relationships and Related Transactions and Director Independence32Item 14.Principal Accountant Fees and Services32PART IV33Item 15.Exhibits and Financial Statement Schedules33I SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS Statements in this Annual Report on Form 10-K (“Annual Report”) may be “forward-looking statements” wit