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

As previously reported, on June 3, 2022, Xenetic Biosciences, Inc. (the "Company") received a written notification from the Listing Qualifications Department of the Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that the closing bid price for its common stock had been below $1.00 for 30 consecutive business days and that the Company therefore was not in compliance with the minimum bid price requirement for continued inclusion on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2) (the "Bid Price Requirement").

On December 1, 2022, the Company received a letter from Nasdaq informing it that although the Company's common stock has not regained compliance with the minimum $1.00 bid price per share requirement, Nasdaq has determined that the Company is eligible for an additional 180 calendar day period, or until May 29, 2023, to regain compliance. Nasdaq's determination was based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Nasdaq Capital Market with the exception of the bid price requirement, and the Company's written notice of its intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary.

If at any time before May 29, 2023, the closing bid price of the Company's common stock closes at or above $1.00 per share for a minimum of, subject to Nasdaq's discretion, 10 consecutive business days, Nasdaq will provide written notification that the Company has achieved compliance with the Bid Price Requirement.

The Company will continue to monitor the closing bid price of its common stock and will consider its available options to resolve the deficiency and regain compliance with the Bid Price Requirement within the allotted compliance period. If the Company does not regain compliance within the allotted compliance period, Nasdaq will provide notice that the Company's common stock will be subject to delisting. The Company would then be entitled to appeal that determination to a Nasdaq hearings panel. There can be no assurance that the Company will regain compliance with the Bid Price Requirement.



















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