Item 3.01                                            Notice of Delisting or Failure Satisfy a Continued Listing Rule or Standard; Transfer of listing.

On November 26, 2018, Jones Energy, Inc. (the “Company”) received a letter from The New York Stock Exchange (the “NYSE”) notifying the Company that it had failed to satisfy Rule 802.01B of the NYSE’s Listed Company Manual, which requires listed companies to have an average global market capitalization, over a consecutive 30 trading-day period, of not less than $15,000,000.

As such, the Company chose to move its Class A common stock, par value $0.001 per share (the “Class A Common Stock”), to the OTCQX ®  effective at the close of trading on November 26, 2018. The Class A Common Stock will begin trading on the OTCQX ®  upon the trading open on November 27, 2018. The move will not interrupt the trading of Class A Common Stock. The Company remains a publicly traded company and will retain its ticker symbol “JONE”. The Company will continue to make all required filings with the Securities and Exchange Commission (the “SEC”) and will remain subject to all SEC rules and regulations applicable to reporting companies under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

The delisting of the Company’s Class A Common Stock from the NYSE could negatively impact the Company by (i) reducing the liquidity and market price of the Company’s Class A Common Stock; (ii) reducing the number of investors willing to hold or acquire the Company’s Class A Common Stock, which could negatively impact the Company’s ability to raise equity financing; (iii) limiting the Company’s ability to use a registration statement to offer and sell freely tradable securities, thereby preventing the Company from accessing the public capital markets; and (iv) impairing the Company’s ability to provide equity incentives to its employees.