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.

As previously disclosed in the Current Report on Form 8-K filed with the Securities and Exchange Commission (the "Commission") on February 7, 2025, the Nasdaq Listing Qualifications Department (the "Staff") notified ECD Automotive Design, Inc. (the "Company") that the bid price of its listed security had closed at less than $1 per share over the previous 30 consecutive business days, and, as a result, did not comply with Listing Rule 5550(a)(2) (the "Rule"). In accordance with Listing Rule 5810(c)(3)(A), the Company was provided 180 calendar days, or until August 4, 2025, to regain compliance with the Rule. The Company has not regained compliance with the Rule and is not eligible for a second 180 day period. In addition, the Company does not comply with the minimum stockholders' equity requirements for initial listing per Listing Rule 5810(c)(3)(A)(ii). Additionally, the Company warrants are subject to delisting pursuant to Listing Rule 5560(a).

On August 6, 2025, the Company received another notice (the "Additional Notice") from Nasdaq stating that the Company had not regained compliance with the Rule. Accordingly, unless the Company requests an appeal of the determination before the Nasdaq Hearings Panel (the "Panel") by August 13, 2025, trading of the Company's common stock and warrants will be suspended at the opening of business on August 15, 2025, and a Form 25-NSE will be filed with the Commission, which will remove the Company's securities from listing and registration on Nasdaq. The Company intends to timely request an appeal before the Panel. The hearing request will result in a stay of any suspension or delisting action pending the hearing.