Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
On December 22, 2022, Iris Acquisition Corp (the "Company") received a notice
(the "Notice") from the Listing Qualifications Department of the Nasdaq Stock
Market LLC ("Nasdaq") stating that the previously disclosed resignation of
Duriya Farooqui from the Company's Board of Directors (the "Board") (as
described in Item 5.02 of the Current Report on Form 8-K filed on December 20,
2022) resulted in noncompliance with the audit committee requirements set forth
in Nasdaq Listing Rule 5605. More specifically, when the notice was issued, the
audit committee of the Board (the "Audit Committee") did not have at least three
members, each of whom is independent and meets the criteria for independence set
forth in Rule 10A-3(b)(1) under the Securities Exchange Act of 1934, as amended,
as required by Nasdaq Listing Rule 5605(c)(2)(A). The Notice states that,
consistent with Nasdaq Listing Rules 5605(c)(4), Nasdaq will provide the Company
a cure period in order to regain compliance (i) until the earlier of the
Company's next annual shareholders' meeting or December 15, 2023, or (ii) if the
next annual shareholders' meeting is held before June 13, 2023, then the Company
must evidence compliance no later than June 13, 2023.
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IRIS ACQUISITION CORP 
