Material Event Form 8 K

As previously reported on a Form 8-K, on May 16, 2024, Nexalin Technology, Inc. (the "Company") received a letter (the "Notice") from the Listing Qualifications Department of The Nasdaq Stock Market ("Nasdaq") notifying the Company that the Company's stockholders' equity as reported in its Quarterly Report on Form 10-Q for the period ended March 31, 2024 (the "Form 10-Q"), did not satisfy the continued listing requirement under Nasdaq Listing Rule 5550(b)(1) for the Nasdaq Capital Market, which requires that a listed company's stockholders' equity be at least $2,500,000 (the "Rule"). In its Form 10-Q, the Company reported stockholders' equity of $2,326,987.

Pursuant to the Notice, the Company had 45 calendar days from the date of the Notice to submit a plan to regain compliance. On July 1, 2024, the Company submitted a plan to Nasdaq. As described in the Company's submission to Nasdaq, and as set forth in the Current Report on Form 8-K filed by the Company on July 3, 2024, the Company consummated a public offering ("Offering") of 3 million shares of the Company's Common Stock for total aggregate gross proceeds of approximately $5,250,000.

As of the date of this Current Report on Form 8-K, the Company believes that it regained compliance with the stockholders' equity requirement for continued listing after giving effect to the Offering described above. The Company understands that Nasdaq will continue to monitor the Company's ongoing compliance with the stockholders' equity requirement and, if at the time of its next periodic report under the Securities Exchange Act of 1934, as amended, the Company does not evidence compliance, it may be subject to delisting.