Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On February 1, 2023, Peraso Inc. (the "Company") received a letter from the
Listing Qualifications Staff of The Nasdaq Stock Market LLC ("Nasdaq")
indicating that, based upon the closing bid price of the Company's common stock
("Common Stock") for the 30 consecutive business days ending on January 31,
2023, the Company no longer meets the requirement to maintain a minimum bid
price of $1 per share, as set forth in Nasdaq Listing Rule 5550(a)(2).
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been
provided a period of 180 calendar days, or until July 31, 2023, in which to
regain compliance. In order to regain compliance with the minimum bid price
requirement, the closing bid price of the Company's Common Stock must be at
least $1 per share for a minimum of ten consecutive business days during this
180-day period. In the event the Company does not regain compliance within this
180-day period, the Company may be eligible to seek an additional compliance
period of 180 calendar days provided it meets the continued listing requirement
for market value of publicly held shares and all other initial listing standards
for the Nasdaq Capital Market, with the exception of the bid price requirement,
and further provides written notice to Nasdaq of its intent to cure the
deficiency during this second compliance period by effecting a reverse stock
split, if necessary. However, if it appears to the Nasdaq staff that the Company
will not be able to cure the deficiency, or if the Company is otherwise not
eligible, Nasdaq will provide notice to the Company that its Common Stock will
be subject to delisting.
The above mentioned letter does not result in the immediate delisting of the
Company's Common Stock from the Nasdaq Capital Market. The Company is monitoring
the closing bid price of its Common Stock and considering its available options
in the event the closing bid price of the Company's Common Stock remains below
$1 per share.
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PERASO INC. 
