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 July 25, 2024, PetVivo Holdings, Inc. (the "Company") received a letter from the Nasdaq Stock Market LLC ("Nasdaq") informing it that the Nasdaq Board of Directors has declined to review the June 24, 2024 decision of the Nasdaq Listing and Hearing Review Council to delist the Company's common stock ("Common Stock") and warrants ("Warrants") from trading on Nasdaq. The Company can appeal this decision to the Securities and Exchange Commission ("SEC") as provided by Rule 420 of the SEC Rules of Practice. The Company has decided that it will not file an appeal of this decision to the SEC.

On July 26, 2024, the Company informed the staff of Nasdaq that it would not appeal this decision to the SEC and would transition the listing of its Common Stock and Warrants to the OTCQB® Venture Market ("OTCQB Market")., where its Common Stock and Warrants will begin trading on July 29, 2024. The Company anticipates that Nasdaq will file a Form 25 with the SEC which will formally delist the Company's Common Stock and Warrants from Nasdaq in the near future. The Company has not been notified when such Form 25-NSE will be filed, or otherwise informed by Nasdaq of when the delisting of its securities from Nasdaq is expected to occur.

The Company will remain subject to the periodic reporting requirements of the U.S. Securities Exchange Act of 1934, as amended, following the delisting of its from Nasdaq.