Failure to Satisfy Listing Rule Form 8 K

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On October 29, 2024, Pyrophyte Acquisition Corp., a Cayman Islands exempted company (the "Company"), received notice from the New York Stock Exchange (the "NYSE") that it would suspend the listing of the Company's (i) Class A ordinary shares, par value $0.0001 per share (the "Class A Ordinary Shares"), (ii) warrants, each exercisable for one Class A Ordinary Share at an exercise price of $11.50 per share (the "Warrants") and (iii) units, each consisting of one Class A Ordinary Share and one-half of one Warrant (the "Units" and, collectively with the Class A Ordinary Shares and the Warrants, the "Securities") from the NYSE before market open on October 30, 2024 and commence delisting proceedings with respect to such Securities. The NYSE determined to take these actions because Sections 102.06e and 802.01B of the NYSE's Listed Company Manual do not permit a special purpose acquisition company, such as the Company, to remain listed for more than three years after the company's initial public offering without completing an initial business combination. The Company has not completed an initial business combination before October 29, 2024, which is the three-year anniversary of its initial public offering. The Company has a right to a review of this determination by a Committee of the Board of Directors of the NYSE. The NYSE will apply to the U.S. Securities and Exchange Commission (the "SEC") to delist the Securities upon completion of all applicable procedures, including any appeal by the Company of the NYSE Regulation staff's decision. The Company does not intend to appeal the NYSE Regulation staff's decision.

Following the suspension of trading on the NYSE, the Units, Class A Ordinary Shares and Warrants will be eligible to trade on the OTC Pink Marketplace under the symbols "PHYTF," "PHYUF" and "PHYWF," respectively. The NYSE will complete the delisting by filing a Notification of Removal from Listing and/or Registration under Section 12(b) of the Securities and Exchange Act of 1934, as amended, on Form 25 with the SEC.