Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On November 22, 2022, Astrea Acquisition Corp. (the "Company") received a written notice (the "Notice") from the Listing Qualifications Department of the Nasdaq Stock Market ("NASDAQ") indicating that the Company was not in compliance with Listing Rule 5250(c)(1) because the Company had failed to file its Quarterly Report on Form 10-Q for the quarter ended September 30, 2022 (the "Delinquent Report").

The Notice stated that no later than January 23, 2023, the Company is required to submit a plan to regain compliance with respect to the filing of the Delinquent Report. If NASDAQ accepts the Company's plan, it has the discretion to grant the Company an extension of up to 180 calendar days from the due date of the Delinquent Report (or until May 15, 2023) to regain compliance.

The Company is continuing to work diligently to complete the Delinquent Report. This notification has no immediate effect on the listing of the Company's shares on NASDAQ. There can be no assurance, however, that the Company will be able to regain compliance with the listing requirements discussed above or otherwise satisfy the other NASDAQ listing criteria.

The Company issued a press release announcing the foregoing, which press release is attached to this Current Report on Form 8-K as exhibit 99.1.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Effective November 18, 2022, Felipe Gonzalez and Jose Luis Cordova resigned as directors of Astrea. No new directors have been nominated yet to replace them.

Item 9.01. Financial Statements and Exhibits.





Exhibit No.   Description

99.1            Press Release dated November 25, 2022
104           Cover page interactive data file (inbeddded within the Inline XBRL
              document)




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