TEUM Pareteum Corporation

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

On August 26, 2020, Pareteum Corporation (the “Company”) received a letter (the “Letter”) from the Hearings Panel (the “Panel”) of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Panel had granted the request of the Company for an exception with respect to certain previously disclosed deficiencies under Nasdaq’s continued listing rules. As previously disclosed, the Company has not yet filed with the SEC its Quarterly Report on Form 10-Q for the period ended September 30, 2019, its Annual Report on Form 10-K for the year ended December 31, 2019 or its Quarterly Reports on Form 10-Q for the periods ended March 31, 2020 and June 30, 2020 (collectively, the “Delinquent Filings”). The Company was unable to timely file the Delinquent Filings due to its ongoing accounting evaluation and internal investigation into the source of the accounting errors and the pending restatement of certain of the Company’s previously filed financial statements. Also as previously disclosed, the Company is not in compliance with the $1.00 per share requirement for continued listing on The Nasdaq Capital Market, as set forth in Listing Rule 5550(a)(2) (the “Bid Price Rule”). Nasdaq previously provided the Company with 180 calendar days to regain compliance with the Bid Price Rule. Subsequently, on April 16, 2020, Nasdaq filed an immediately effective rule change with the Securities and Exchange Commission. As a result, companies in bid price compliance periods remained at that same stage of the process until July 1, 2020. Upon reinstatement of the Bid Price Rule, the Company had until August 13, 2020 to regain compliance, but did not regain compliance with the Bid Price Rule by such date and the staff of Nasdaq (the “Staff”) determined not to afford the Company a second 180-day period. The Company thereafter requested an exception until October 30, 2020 to file the two additional delinquent Form 10-Q filings as well as an exception until December 31, 2020 to cure the Bid Price Rule deficiency.

In the Letter, the Panel stated it was granting the Company an exception with respect to the Delinquent Filings and the Bid Price Rule noncompliance, so long as:

In order to fully comply with the terms of this exception, the Panel stated that the Company must be able to demonstrate compliance with all requirements for continued listing on Nasdaq. In the event the Company is unable to do so, its securities may be delisted from Nasdaq.