Modification to Rights of Security Holders Form 8 K

Item 3.03 Material Modification to Rights of Security Holders.

On August 6, 2024, Peraso Inc. (the "Company") extended the expiration date of its outstanding Series B warrants (CUSIP number 71360T 135) (the "Series B Warrants") to 5:00 p.m. (New York City time) on October 7, 2024, by entering into an amendment (the "Amendment") to that certain Warrant Agency Agreement dated as of February 8, 2024 by and between the Company and the warrant agent, Equiniti Trust Company, LLC.

The Series B warrants to purchase up to an aggregate of 3,974,520 shares of the Company's common stock, par value $0.001 per share, were issued on February 8, 2024 as part of an underwritten public offering. The Series B Warrants have an exercise price of $2.25 per share and would otherwise have expired at 5:00 p.m. (New York City time) on August 8, 2024.

The Series B Warrants and shares of common stock issuable upon exercise of the Series B Warrants are registered on the Company's registration statement on Form S-1, as amended (File No. 333-276247), previously filed with and declared effective by the Securities and Exchange Commission.

The foregoing summary of the Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.