Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or

           Standard; Transfer of Listing.

On January 25, 2023, Smart for Life, Inc. (the "Company") received a notification letter from The Nasdaq Stock Market LLC ("Nasdaq") notifying the Company that the Nasdaq Hearings Panel ("Panel") has granted an exception from two continued listing standards, Nasdaq's stockholders' equity requirement of $2,500,000, as set forth in Listing Rule 5550(b) (the "Equity Rule"), and Nasdaq's $1.00 bid price requirement, as set forth in Listing Rule 5550(a)(2) (the "Bid Price Rule"), until May 30, 2023.

As previously disclosed, the Company received a notification letter from Nasdaq on November 28, 2022 notifying the Company that it was not in compliance the Equity Rule and the Bid Price Rule. On December 5, 2022, the Company requested a hearing with the Panel, which was held on January 19, 2023.

As a result of the Panel's decision, the Company has until May 30, 2023 to regain compliance with the Equity Rule and the Bid Price Rule.


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