Failure to Satisfy Listing Rule (Form 8-K)

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

On February 18, 2025, Society Pass Incorporated (the "Company") received written notice (the "Delist Notice") from The Nasdaq Stock Market LLC ("Nasdaq") indicating that, based upon the Company's continued non-compliance with Rule 5550(b)(2) which requires that the Company shall maintain at least $2,500,000 stockholders' equity (the "Equity Rule"), the Nasdaq staff determined to delist the Company's common stock from the Nasdaq Capital Market effective February 27, 2025 unless the Company timely requested an appeal of this determination before the Nasdaq Hearings Panel (the "Panel") by February 25, 2025. The Company timely requested a hearing (the "Hearing") before the Panel, which stayed the suspension of the Company's common stock pending the Panel's decision, and the Hearing was held on April 1, 2025. On April 9, 2025, the Panel issued a decision that granted the Company's request to continue its listing on Nasdaq based on the information presented. The Panel has determined to grant the Company's request for an exception until June 30, 2025 (the "Extension Period"). The compliance plan was conditioned on (i) the Company filing a Form 8-K describing the transactions undertaken by the Company to achieve compliance and demonstrate long-term compliance with the Equity Rule, and by providing an indication of its equity following those transactions; and (ii) the Company will evidence compliance with all applicable criteria for continued listing on the Nasdaq Capital Market.