Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
Audit Committee Independence
On November 23, 2022, Aadi Bioscience, Inc. (the "Company") notified The Nasdaq
Stock Market LLC ("Nasdaq") of the Company's non-compliance with Nasdaq's audit
committee composition requirements set forth in Nasdaq Listing Rule
5605(c)(2)(A), which require, among other things, an audit committee to consist
of at least three members, each of whom is independent. The non-compliance was a
result of Karin Hehenberger, M.D., Ph.D., a member of the Audit Committee (the
"Audit Committee") of the board of directors of the Company (the "Board"), not
qualifying as independent pursuant to Nasdaq Listing Rule 5605(c)(2)(A)(ii).
In order to address this matter, the Board removed Dr. Hehenberger as a member
of the Audit Committee, and appointed Caley Castelein, M.D., a member of the
Board who meets all audit committee independence and other eligibility
requirements identified in Nasdaq Listing Rule 5605(c)(2)(A), to serve as a
member of the Audit Committee, such that the Audit Committee consists of Emma
Reeve, as chair, Richard Maroun and Caley Castelein, M.D. Dr. Castelein
previously served as a member of the Audit Committee from March 2017 to
September 2021. Following such actions, the Company believes it has regained
compliance with the audit committee composition requirements set forth in Nasdaq
Listing Rule 5605(c)(2)(A).
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