Priveterra Acquisition Corp. II (NASDAQ: PMGMU, PMGM, PMGMW) (the “Company”) today announced that on April 29, 2024, the Company received a notice (the “10-K Notice”) from the staff of the Nasdaq Listing Qualifications department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) stating that, because the Company had not yet filed its Annual Report on Form 10-K for the period ended December 31, 2023 (the “Form 10-K”), the Company is not in compliance with Nasdaq Listing Rules for continued listing and, accordingly, such delinquency may serve as a separate basis for the delisting of the Company’s securities from Nasdaq. The 10-K Notice also states that the Nasdaq Hearings Panel (the “Panel”) will consider this matter in their decision regarding the Company’s continued listing on The Nasdaq Capital Market, and that the Company should present its views with respect to this additional deficiency to the Panel in writing no later than May 6, 2024.

Additional information about the 10-K Notice can be found in the Company’s Form 8-K filed with the Securities and Exchange Commission on May 3, 2024.

About the Company

The Company is a blank check company formed for the purpose of effecting an initial business combination with one or more businesses.

Safe Harbor Statement

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the expected timing for the filing of the Form 10-K and the Company’s ability to regain compliance with the Nasdaq requirements for continued listing and related matters. These forward-looking statements are often identified by the use of forward-looking terminology such as “believes,” “expects,” or similar expressions that involve known and unknown risks and uncertainties. Any forward-looking statements contained herein are based on current expectations, but are subject to risks and uncertainties that could cause actual results to differ materially from those indicated, including, but not limited to, risks and uncertainties relating to the failure of the Company to file the Form 10-K on its expected timeline and other risk factors discussed from time to time in the Company's filings with the SEC. These and other factors are identified and described in more detail in the Company's filings with the SEC, including, without limitation, the Company's most recent Form 10-K and Form 10-Q. The Company expressly disclaims any intent or obligation to update these forward-looking statements other than as required by law.

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