Material Event Form 8 K

On November 25, 2024, Molecular Templates, Inc. (the "Company") received a written notice (the "First Notice") from the Nasdaq Stock Market LLC ("Nasdaq") indicating that the Company is not in compliance with Nasdaq Listing Rules because the Company has not yet filed its Quarterly Report on Form 10-Q forthe fiscal quarter ended September 30, 2024 (the "Delinquent Filing"). Specifically, Nasdaq Listing Rule 5250(c)(1) requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission.

In accordance with the First Notice, the Company has until January 24, 2025 to submit a plan to regain compliance with respect to the Delinquent Filing (the "Plan"). If Nasdaq accepts the Plan, any exception granted by the Nasdaq staff to allow the Company to regain compliance, if granted, will be limited to a maximum of 180 calendar days from the due date of the Delinquent Filing, or May 19, 2025. If Nasdaq does not accept the Company's Plan, the Company will have the opportunity to appeal that decision to a Hearings Panel. The Company has not yet determined whether or not it intends to appeal or submit a plan of compliance.

On November 25, 2024, the Company received another written notice (the "Second Notice;" together with the First Notice, the "Notices".) from Nasdaq notifying the Company that, for the preceding 30 consecutive business days, the bid price of the Company's common stock, par value $0.001 per share (the "Common Stock"), closed below the minimum $1.00 per share requirement for continued inclusion under Nasdaq Listing Rule 5550(a)(2) (the "Minimum Bid Price Requirement").

In accordance with Nasdaq rules, the Company has been provided a 180-calendarday compliance period, or until May 26, 2025 (the "Compliance Date"), to regain compliance with the Minimum Bid Price Requirement. To regain compliance with the Minimum Bid Price Requirement, the closing bid price of the Common Stock must meet or exceed $1.00 per share for a minimum of ten consecutive business days during the 180-calendarday compliance period. Pursuant to Nasdaq Listing Rule 5810(c)(3)(A)(iii), if the price of the Common Stock is less than $0.10 during a compliance period, Nasdaq will issue a delisting determination for the Common Stock.

If the Company is not in compliance with the Minimum Bid Price Requirement by the Compliance Date, the Company may qualify for a second 180-calendarday compliance period. To qualify for this additional compliance period, the Company will be required to meet the continued listed requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the Minimum Bid Price Requirement, and must notify Nasdaq in writing of its intention to cure the deficiency during the second compliance period.

If the Company does not regain compliance with the Minimum Bid Price Requirement by the Compliance Date and is not eligible for an additional compliance period at that time, Nasdaq will provide written notification to the Company that its Common Stock will be subject to delisting. At that time, the Company may appeal the delisting determination to a Nasdaq Hearing Panel. There can be no assurance that the Company will regain compliance or otherwise maintain compliance with any of the other listing requirements. The Company has not yet determined whether or not it intends to appeal or to take any other action in response to the Second Notice.

2

The Notices have no immediate effect on the listing of the Company's shares.