Failure to Satisfy Listing Rule (Form 8-K)

On November 20, 2025, Telomir Pharmaceuticals, Inc. (the "Company") submitted its preliminary proxy statement on Schedule 14A to the Securities and Exchange Commission (the "SEC") in connection with its annual meeting of shareholders. At that time, the Company had planned to hold its annual meeting of shareholders on December 30, 2025, subject to completion of the SEC review process. The preliminary proxy statement remains under review by the SEC.

On January 8, 2026, the Company received a written notice (the "Notice") from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") indicating that the Company is not in compliance with Nasdaq Listing Rule 5620(a), which requires listed companies to hold an annual meeting of shareholders within twelve months of the end of their fiscal year. The Notice does not result in the immediate delisting of the Company's securities and has no current effect on the listing or trading of the Company's common stock on the Nasdaq Capital Market. Pursuant to the Notice, the Company has until February 23, 2026 to submit a plan to regain compliance with Nasdaq Listing Rule 5620(a). If Nasdaq accepts the Company's plan, Nasdaq may grant the Company an extension of time to evidence compliance with the Rule. The Company has communicated with Nasdaq regarding the circumstances related to the timing of its annual meeting in connection with its compliance plan.

Following completion of the SEC review process, the Company expects to promptly hold its annual meeting of shareholders and regain compliance with Nasdaq Listing Rule 5620(a). The Company intends to timely submit its compliance plan and to take all necessary steps to regain compliance within the applicable cure period.