Werewolf Therapeutics, Inc.

Nasdaq Continued Listing Matters

As previously disclosed in our Current Report on Form 8-K filed with the Securities and Exchange Commission on February 6, 2026, on February 4, 2026, we received a deficiency letter (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying us that, for the preceding 30 consecutive business days, the bid price of our common stock had closed below $1.00 per share, which is the minimum bid price required to maintain continued listing on the Nasdaq Global Select Market under Nasdaq Listing Rule 5450(a)(1) (the “Minimum Bid Requirement”). The Notice had no immediate effect on the listing of our common stock, which continues to trade on the Nasdaq Global Select Market under the symbol "HOWL."

In accordance with Nasdaq Listing Rule 5810(c)(3)(A), we were provided an initial period of 180 calendar days, or until August 3, 2026, to regain compliance with the Minimum Bid Requirement. To regain compliance, the closing bid price of our common stock must be at least $1.00 per share for a minimum of 10 consecutive business days during this compliance period, unless the Staff exercises its discretion to extend this ten-day period pursuant to Nasdaq Listing Rule 5810(c)(3)(H). As of the date of this Quarterly Report on Form 10-Q, we have not regained compliance with the Minimum Bid Requirement.

If we do not regain compliance with the Minimum Bid Requirement by August 3, 2026, we may be eligible for an additional 180 calendar day compliance period. To qualify, we would be required to transfer the listing of our common stock to the Nasdaq Capital Market and to satisfy the continued listing requirement for the market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the Minimum Bid Requirement. Among those initial listing standards is a requirement, under the equity standard set forth in Nasdaq Listing Rule 5505(b)(1), that we maintain stockholders’ equity of at least $5.0 million. To effect any such transfer, we would also be required to pay an application fee to Nasdaq and to provide written notice to the Staff of our intention to cure the Minimum Bid Requirement deficiency during the second compliance period, including, if necessary, by effecting a reverse stock split.

As reflected in our condensed consolidated balance sheet as of June 30, 2026 included in Part I, Item 1 of this Quarterly Report, we had total stockholders' equity of $16.3 million, which exceeds the $5.0 million stockholders' equity requirement under the Nasdaq Capital Market equity standard described above. Based on our current financial condition and anticipated cash utilization, we currently expect that our stockholders' equity will remain in excess of $5.0 million through August 3, 2026.

We intend to continue to monitor the closing bid price of our common stock and to evaluate the options available to us to regain compliance with, or otherwise address, the Minimum Bid Requirement, including a transfer of the listing of our common stock to the Nasdaq Capital Market in order to obtain the additional 180 calendar day compliance period described above. There can be no assurance, however, that we will regain compliance with the Minimum Bid Requirement during the initial compliance period, that we will be eligible for, or that Nasdaq will grant, the additional compliance period, that we will continue to satisfy the stockholders' equity requirement or the other initial listing standards of the Nasdaq Capital Market, or that we will otherwise maintain compliance with the applicable Nasdaq listing requirements. Our ability to maintain stockholders' equity in excess of $5.0 million is subject to a number of risks and uncertainties, including those described under Part II, Item 1A, "Risk Factors,"

in this Quarterly Report and the substantial doubt about our ability to continue as a going concern described in Note 2 to the condensed consolidated financial statements included in this Quarterly Report. If our common stock were to be delisted from Nasdaq, the liquidity and market price of our common stock, and our ability to raise capital, could be materially and adversely affected.