{"url_path":"/sec/veea/8-k/2026-06-04/item-3-01","section_key":"item-3-01","section_title":"Item 3.01 Notice of Delisting or Failure to Satisfy a Continued","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-04","source_url":"https://www.sec.gov/Archives/edgar/data/1840317/0001213900-26-065392-index.html","accession_number":"0001213900-26-065392","cik":"0001840317","ticker":"VEEA","issuer_name":"VEEA INC.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1840317/0001213900-26-065392-index.html","primary_entity_key":"0001840317","primary_entity_name":"VEEA INC."},"word_count":517,"has_tables":true,"body_markdown":"**Item 3.01 Notice of Delisting or Failure to Satisfy a Continued\nListing Rule or Standard; Transfer of Listing.**\n\n* *\n\n*Independent Director Requirements*\n\n** **\n\nOn June 1, 2026, Douglas Maine, a member of the Board, the audit committee\nand the compensation committee, unexpectedly passed away.\n\n \n\nMr. Maine was a highly respected colleague, friend,\nand valuable member of the Board. His strategic insight and deep experience were invaluable to the Company. The Board and management are\ndeeply saddened by his passing. His loss cannot be replaced and he will be greatly missed. On behalf of the entire Board and the Veea\nteam, we extend our heartfelt condolences to his family and loved ones.\n\n \n\nAs a result of Mr. Maine’s passing, on June\n2, 2026, Veea, Inc. (the “**Company**”) notified the Nasdaq Stock Market LLC (“**Nasdaq**”) that the Company\nis no longer in compliance with the majority independent director requirement under Nasdaq Listing Rule 5605(b)(1), because the Company’s\nBoard of Directors (the “**Board**”) is currently comprised of six directors, three of them which are “independent\ndirectors” as that term is defined under the applicable Nasdaq Rules. In addition, the Company is no longer in compliance with the\naudit committee requirement under Nasdaq Listing Rule 5605(c)(2)(A) that there be at least three “independent directors” serving\non the audit committee as there are currently only two “independent directors” serving on the audit committee. Further, the\nCompany is no longer in compliance with the compensation committee requirement under Nasdaq Listing Rule 5605(d)(2)(A) that there be at\nleast two “independent directors” serving on the compensation committee as there is currently only one “independent\ndirector” serving on the compensation committee. As a result of our having notified Nasdaq of the foregoing noncompliance with applicable Nasdaq Listing Rules, the Company received a\nletter from Nasdaq, dated June 3, 2026, pursuant to which Nasdaq has provided the Company with a cure period to regain compliance with\nsuch Nasdaq Listing Rules until the earlier of the Company’s next Annual Meeting of Shareholders or May 31, 2027; provided, however,\nthat if the next Annual Meeting of Shareholders is held before November 27, 2026, then the Company must cure such noncompliant matters\nno later than November 27, 2026.\n\n \n\nThe Company intends to take sufficient actions to regain compliance with all of the foregoing Nasdaq governance requirements on or before\nthe expiration of the applicable cure periods provided in the Nasdaq Listing Rules. However, there can be no assurance that Company will\nbe able to regain compliance with the applicable Nasdaq Listing Rules set forth above within the required cure period.\n\n \n\nThe foregoing has no immediate effect on the Company’s Nasdaq listing and its common stock and public warrants will continue to\nbe listed and traded on the Nasdaq Capital Market under the symbols “VEEA” and VEEAW, respectively, subject to the listing\nrules.\n\n \n\n1 \n\n \n\n**SIGNATURES**\n\n \n\nPursuant to the requirements\nof the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto\nduly authorized.\n\n \n\n \n**Veea Inc.**\n\n \n \n \n\nDate: June 4, 2026\nBy:\n/s/ Allen Salmasi\n\n \nName:\nAllen Salmasi\n\n \nTitle:\nChief Executive Officer\n\n \n\n2"}