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


           Standard; Transfer of Listing.



On August 23, 2022, CENAQ Energy Corp. (the "Company") received a notice from the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") indicating that the Company is not in compliance with the Nasdaq Listing Rule 5250(c)(1) as a result of its failure to timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 (the "Q2 Form 10-Q") with the Securities and Exchange Commission (the "SEC").

Nasdaq informed the Company that, under Nasdaq listing rules, the Company has 60 calendar days, or until October 24, 2022, to submit a plan to regain compliance with respect to the delinquent Q2 Form 10-Q. If Nasdaq accepts the Company's plan, Nasdaq may grant an exception of up to 180 calendar days from the due date of the Q2 Form 10-Q, or until February 23, 2023, to regain compliance.

The Company may regain compliance prior to this deadline by filing the Q2 Form 10-Q. The Company filed the Q2 Form 10-Q on August 25, 2022.

Item 7.01 Regulation FD Disclosure.

On August 26, 2022, the Company issued a press release regarding the foregoing matters. The press release is furnished hereto as Exhibit 99.1.

The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits.






 (d) Exhibits



Exhibit No.   Description
99.1            Press Release dated August 26, 2022
104           Cover Page Interactive Data File (embedded within the Inline XBRL document).




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