Failure to Satisfy Listing Rule Form 8 K

Item 1.01 Entry into a Material Definitive Agreement.

On August 22, 2024, OpGen, Inc. (the "Company") entered into a Securities Purchase Agreement (the "Purchase Agreement") with AEI Capital Ltd. (the "Purchaser"), pursuant to which the Company has the right, in its discretion, to sell to the Purchaser, at any time prior to September 30, 2024, shares of common stock, par value $0.01 per share (the "Shares"), of the Company having an aggregate value of up to $3,000,000 (the "Financing"). The Company will control the timing and amount of any sales of Shares pursuant to the Purchase Agreement. The purchase price for each Share will be the closing sales price as of the date immediately prior to the date of sale for the Common Stock on the market or exchange on which the Company's common stock is then listed or traded. The proceeds of the Financing will be used for working capital and other general corporate purposes as well as to fund a potential strategic transaction.

The representations, warranties and covenants contained in the Purchase Agreement were made solely for the benefit of the parties to the Purchase Agreement and may be subject to limitations agreed upon by the parties. Accordingly, the Purchase Agreement is incorporated herein by reference only to provide investors with information regarding the terms of the Purchase Agreement, and not to provide investors with any other factual information regarding the Company or its business, and should be read in conjunction with the disclosures in the Company's periodic reports and other filings with the Securities and Exchange Commission (the "SEC").

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