Failure to Satisfy Listing Rule Form 8 K

As reported by Celularity Inc., or Celularity, in its Form 12b-25 Notification of Late Filing with the Securities and Exchange Commission, or SEC, on August 16, 2024, Celularity was unable to file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, or the Q2 2024 Form 10-Q, within the prescribed time period. The extension provided under Rule 12b-25 expired on August 19, 2024.

On August 22, 2024, Celularity informed the Listing Qualifications department of the Nasdaq Stock Market LLC, or Nasdaq, that it failed to timely file its Q2 2024 Form 10-Q within the extension period provided by Rule 12b-25 because Celularity has not yet completed the preparation of the financial statements for the quarter ended June 30, 2024 due to delays in filing its Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, or the Q1 2024 Form 10-Q. On August 22, 2024, Nasdaq provided formal notice to Celularity that as a result of Celularity's failure to timely file its Q2 2024 10-Q, and because Celularity remains delinquent in filing its Q1 2024 Form 10-Q, as previously reported on Form 8-K filed by Celularity with the SEC on May 24, 2024, Celularity does not comply with the continued listing requirements under the timely filing criteria outlined in Nasdaq Listing Rule 5250(c)(1). Nasdaq's notice has no immediate effect on the listing of Celularity's common stock and warrants, which continue to trade on the Nasdaq Capital Market under the symbols "CELU" and "CELUW", respectively.

Celularity is required to submit to Nasdaq an update to its original plan to regain compliance with respect to these delinquent reports no later than September 6, 2024, and if accepted by Nasdaq, Celularity has until October 14, 2024 to implement the plan to regain compliance. Celularity intends to submit a plan to Nasdaq by September 6, 2024 and will evaluate available options to regain compliance within the compliance period. However, there can be no assurance that Celularity will submit the plan, Nasdaq will accept the plan, Celularity will regain compliance within the compliance period, or maintain compliance with the other Nasdaq listing requirements.