Failure to Satisfy Listing Rule Form 8 K

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

On August 1, 2024, Evergreen Corporation ("EVGR") received a letter (the "Notice") from the Nasdaq Listing Qualifications department of the Nasdaq Stock Market LLC ("Nasdaq") stating that EVGR no longer complies with the requirements of Nasdaq Listing Rule 5450(a)(2) (the "Rule") for continued listing on the Nasdaq Global Market. Under the Rule, EVGR is required to maintain at least 400 total holders (the "Total Holder Requirement").

The Notice indicates that EVGR has 45 calendar days (the "Deadline") to submit a plan (the "Compliance Plan") to regain compliance with the Rule. If Nasdaq accepts the Compliance Plan, Nasdaq can grant EVGR an extension of up to 180 calendar days from the date of the Notice to evidence compliance. If Nasdaq does not accept the Compliance Plan, the Company may appeal the decision to a Nasdaq hearings panel. There can be no assurance that EVGR will ultimately be able to regain or maintain compliance with the Rule.