On March 27, 2017, GulfMark Offshore, Inc. (the “Company”) received written notice from the New York Stock Exchange (the “NYSE”) that the average closing price per share of the Company’s Class A common stock, par value $0.01 per share (the “Common Stock”), over a prior period of 30 consecutive trading days was below $1.00 per share, which is the minimum average closing price required to maintain listing on the NYSE under Section 802.01C of the NYSE Listed Company Manual.

As required by the NYSE, the Company plans to notify the NYSE, within 10 business days of receipt of such notice, regarding its intent to cure this deficiency or be subject to the NYSE’s suspension and delisting procedures. No assurance can be given that the Company will be able to regain compliance with these requirements or maintain compliance with the other continued listing requirements set forth in the NYSE Listed Company Manual. Section 802.01B of the NYSE Listed Company Manual provides that the NYSE will promptly initiate suspension and delisting procedures with respect to the Company if the NYSE determines that the Company has average global market capitalization over a consecutive 30 trading-day period of less than $15 million. The Company’s global market capitalization is currently significantly less than $15 million, and has been since March 15, 2017. Accordingly, the Company may be subject to suspension and delisting under this NYSE standard. If the Company is suspended from trading pending delisting, it is anticipated that the Common Stock would be quoted in the “Pink Sheets” of the OTC Markets Group, Inc. (“OTC Pink”). The OTC Pink is a significantly more limited market than the NYSE, and quotation on the OTC Pink may result in a less liquid market available for existing and potential stockholders to trade the Common Stock and could further depress the trading price of the Common Stock. There can be no assurance that any public market for the Common Stock will exist in the future or that the Company will be able to relist its Common Stock on a national securities exchange.

If the Common Stock ultimately were to be suspended from trading and delisted for any reason, it could have adverse consequences including, among others, reduced trading liquidity of the Common Stock, lower demand and market price for those shares, adverse publicity and a reduced interest in the Company from investors, analysts and other market participants. In addition, a suspension or delisting could impair the Company’s ability to raise additional capital through equity or debt financing and the Company’s ability to attract and retain employees by means of equity compensation.