Item 3.01 Notice of Delisting or Failure to


          Satisfy a Continued Listing Rule
          or Standard; Transfer of Listing.

On December 28 2022, Orbital Energy Group, Inc. (the "Company") received a notification letter (the "Notice") from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") indicating that the Company is not in compliance with the minimum market value of listed securities ("MVLS") requirement for continued listing set forth in Nasdaq Listing Rule 5550(b)(2). Nasdaq Listing Rule 5550(b)(2) requires listed securities to maintain a minimum MVLS of $35 million, and Listing Rule 5810(c)(3)(C) provides that a failure to meet the minimum MVLS requirement exists if the deficiency continues for a period of 30 consecutive business days. The Notice has no immediate effect on the listing of the Company's common stock, par value $0.001 per share (the "Common Stock"), and its common stock will continue to trade on the Nasdaq Capital Market under the symbol "OIG" at this time.

In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company has 180 calendar days, or until June 26, 2023, to regain compliance. If at any time before June 26, 2023, the Company's MVLS closes at or above $35 million for a minimum of 10 consecutive business days, Nasdaq will provide written notification that the Company has achieved compliance with the minimum MVLS requirement, and the matter will be resolved.

If the Company does not regain compliance or meet the alternative standards during the compliance period ending June 26, 2023, Nasdaq will provide written notification that the 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 minimum MVLS requirement during the 180-day compliance period.

The Company intends to monitor the closing bid price of the Company's common stock and consider its available options to resolve the noncompliance with the MVLS. There can be no assurance that the Company will be able to regain compliance with the MVLS or will otherwise be in compliance with other Nasdaq listing criteria, including but not limited to the $1.00 minimum bid price requirement for continued listing set forth in Nasdaq Listing Rule 5550(a)(2) as more fully described in a Form 8-K filed on July 25, 2022.

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