Material Event Form 8 K

Item 8.01 Other Events.

On January 10, 2025, Neuphoria Therapeutics Inc. (the "Company") received a letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") stating that the Company has regained compliance with Nasdaq Listing Rule 5450(a)(1) (the "Minimum Bid Price Requirement") by maintaining a minimum closing bid price of the Company's common stock (the "Common Stock") of $1.00 or greater per share for 10 consecutive business days, from December 24, 2024 through January 8, 2025, and that the Minimum Bid Price Requirement matter is now closed.

As previously disclosed in the Company's Current Report on Form 8-K filed on July 16, 2024, the Company had received a deficiency letter from Nasdaq indicating that the Company was not in compliance with the Minimum Bid Price Requirement because, for a period of 30 consecutive business days, the American Depositary Shares (the Company's then Nasdaq trading security prior to its completed re-domiciliation from Australia to Delaware (U.S.) effective December 24, 2024), failed to maintain a minimum bid price of $1.00 per share. That July 2024 letter provided the Company with a period of 180 calendar days, or until January 7, 2025, in which to regain compliance pursuant to Nasdaq Listing Rule 5810(c)(3)(A). As noted above, the Company has fully regained compliance with the applicable Nasdaq Listing Rule and the matter is now closed.

Forward-Looking Statements

This Current Report on Form 8-K includes forward-looking statements that involve risks and uncertainties. Forward-looking statements are statements that are not historical facts. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. These forward-looking statements and factors that may cause such differences include, without limitation, the ability of the Company to maintain the listing of its securities on Nasdaq and the risks and uncertainties indicated from time to time in the Company's filings with the Securities and Exchange Commission. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.