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

On April 11, 2023, the Company requested an oral hearing before the Nasdaq Hearings Panel pursuant to Nasdaq Listing Rule 5815 to appeal the Listing Qualification Department's delisting determination. Nasdaq informed the Company that the hearing was scheduled for May 11, 2023. As previously announced, trading of the Company's securities on Nasdaq was suspended at the opening of business on April 13, 2023, and the Company's common stock is currently trading on the OTC Pink Market operated by the by OTC Markets Group Inc. under the symbol "VORBQ."

On April 21, 2023, the Company notified Nasdaq of the Company's decision to withdraw its request for the aforementioned hearing and its intention not to seek an appeal of the delisting determination. As a result, it is expected that Nasdaq will file a Form 25-NSE with the SEC, which will remove the Company's securities from listing and registration on Nasdaq.

Cautionary Note Regarding Forward-Looking Statements

This Current Report on Form 8-K contains certain forward-looking statements within the meaning of the federal securities laws. The Company intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this Current Report on Form 8-K other than statements of historical fact should be considered forward-looking statements, including, without limitation, statements regarding the delisting of the Company's securities on Nasdaq. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this Current Report on Form 8-K, including but not limited to the timing and outcome of the Company's current proceedings (the "Chapter 11 Cases") under Chapter 11 of the United States Bankruptcy Code ("Chapter 11") and the Company's filing for relief under Chapter 11, as well as the factors, risks and uncertainties included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2022 as well as in the Company's subsequent filings with the Securities and Exchange Commission (the "SEC"), accessible on the SEC's website at www.sec.gov and the Investor Information section of the Company's website at www.virginorbit.com. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Virgin Orbit assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.

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