INTERGROUP CORP

On November 21, 2024, the Company received a Staff Deficiency Letter from the Nasdaq Stock Market Listing Qualifications Department indicating that the Company did not maintain minimum Market Value of Listed Securities (“MVLS”) of $35 million from October 7, 2024 to November 20, 2024 and thus no longer complied with the requirements pursuant to Listing Rules 550(b)(1) and 5550(b)(3). The Company was given until May 20, 2025, to regain compliance with all continued listing requirements of the Nasdaq Capital Market by at anytime during this compliance period the Company’s MVLS closing at $35 million or more for a minimum of ten consecutive business days. The Company has been unable to meet this criterion, and it also faces the same deficiency as a result of the continued negative stockholders equity as of March 31, 2025. The Company expects to receive an additional deficiency letter with respect thereto upon filing of this Form 10-Q. As a result of this additional deficiency and the Company's inability to remedy the initial deficiency in a timely manner, it will likely have to appeal these deficiencies to a Nasdaq Hearing Panel. If the Company does not appeal to the Hearings Panel, or if its appeal is unsuccessful, then its stock would be delisted from Nasdaq and trade on the OTC Pinksheets and starting in July, the new basic OTCID (or the OTCQB or OTCQX upon application if made). Stocks trading on the over the counter markets face numerous incremental risks, including, but not limited to, decreased liquidity which can result in lowered stock prices and potential litigation. Also, over the counter stocks face additional challenges in obtaining financing at favorable terms, if at all.