ANY Sphere 3D Corporation

Item 8.01                     Other Events.

On July 22, 2019, the Nasdaq Hearings Panel (the “Panel”) issued a decision granting the request of Sphere 3D Corp. (the “Company”) for continued listing of our common stock on The Nasdaq Capital Market pursuant to an extension through September 30, 2019 to demonstrate compliance with the $2.5 million stockholders’ equity requirement for continued listing, as set forth in Nasdaq Listing Rule 5550(b)(1) (the “Stockholders’ Equity Requirement”). As required pursuant to the Panel’s decision, on August 15, 2019, the Company reported to the Panel that it had completed certain components of its compliance plan. On September 30, 2019, the Company requested an additional extension until October 30, 2019 to complete the final components of its compliance plan, which the Panel granted in a letter to the Company on October 8, 2019.

On November 12, 2018, we first received a letter from the Staff of The Nasdaq Stock Market LLC (“Nasdaq”) notifying us that we were not in compliance with the Stockholders’ Equity Requirement because the Company’s stockholders’ equity of $707,000 reported in the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2018, was below the required minimum of $2.5 million. The Company submitted a plan to regain compliance, which was accepted by the Nasdaq Staff on January 11, 2019. On May 14, 2019, we received written notification from the Nasdaq Staff that we had not regained compliance with the Stockholders’ Equity Requirement, as required. Accordingly, we requested a hearing before the Panel, which was held on July 11, 2019, and which was the basis for the Panel’s decision. While the Company is making every effort to regain compliance as promptly as possible, there can be no assurance that the Company will be able to regain compliance by the Panel’s deadline or that the Panel would be willing to extend the deadline, if the Company made such a request.