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 September 4, 2024, Hempacco Co., Inc. (the "Company") received notice from the Nasdaq Stock Market LLC ("Nasdaq") Office of the General Counsel, that it had determined to deny the request of the Company to continue listing its securities on Nasdaq. The Company is in violation of the annual meeting of shareholders requirement in Nasdaq Listing Rule 5620(a), as well as the obligation to file periodic financial reports with the U.S. Securities and Exchange Commission as required under Nasdaq Listing Rule 5250(c)(1).

The Company may request that Nasdaq's Listing and Hearing Review Council review Nasdaq's decision (the "Nasdaq Listing and Hearing Council Review"), and a written request for review must be received within 15 days of the date of Nasdaq's notice, along with payment of Nasdaq's fee for such review. The Company has scheduled an annual meeting of the shareholders and is focused on filing its delinquent periodic reports as soon as possible, and the Company therefore intends to request the Nasdaq Listing and Hearing Council Review. However, there can be no assurance that the Company will be able file its delinquent reports and request the Nasdaq Listing and Hearing Council Review within the 15 days to make that review request, or that any such review would result in Nasdaq reversing its delisting decision.

The Company's common stock began trading under the trading symbol "HPCO" on the Expert Market of the OTC Link alternative trading system operated by OTC Markets Group Inc. on or about September 6, 2024. If the Company does not request a Nasdaq Listing and Hearing Council Review, or if such review does not result in Nasdaq reversing its delisting decision, the Company intends to apply to have its common stock quoted on the OTCQB Venture Market of the OTC Link; however, there can be no assurances that its common stock will be approved for quotation, or will continue, to be quoted on such market.