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Washington, D.C. 20549





Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): June 18, 2024


Amesite Inc.

(Exact name of registrant as specified in its charter)


Delaware   001-39553   82-3431718

(State or other jurisdiction
of incorporation)

  (Commission File Number)  

(IRS Employer
Identification No.)


607 Shelby Street
Suite 700 PMB 214
Detroit, MI

(Address of principal executive offices)   (Zip Code)


Registrant’s telephone number, including area code: (734) 876-8130



(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading Symbol(s)   Name of each exchange on which registered
Common Stock, par value $0.0001 per share   AMST   The Nasdaq Stock Market LLC


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.







Item 5.07 Submission of Matters to a Vote of Security Holders.


On June 18, 2024, Amesite Inc. (the “Company”) held a special meeting of stockholders (the “Special Meeting) for the purpose holding a stockholder vote on Proposal 1 set forth below. A total of 942,208 shares of the Company’s common stock, out of a total of 2,542,440 shares of common stock issued and outstanding and entitled to vote as of the record date for the Special Meeting, were present virtually, or represented by valid proxy at the Special Meeting, constituting a quorum.


As previously described in the Company’s Definitive Proxy Statement filed with the SEC on May 15, 2024 (the “Proxy Statement”), holders of the Company’s common stock were entitled to one vote per share on the proposal.


The following matter was voted upon by the stockholders at the Special Meeting, with the final voting results as follows:


Proposal 1. At the Special Meeting, the proposal to the amend Company’s 2018 Equity Incentive Plan (the “2018 Plan”) to (i) increase the number of shares available for issuance under the 2018 Plan by 508,488 shares and (ii) increase the number of shares that may be issued pursuant to the exercise of incentive stock options by 508,488 shares was approved by the requisite vote of a majority of the shares present in person or represented by proxy on this proposal at the Special Meeting). The result of the votes were as follows:


For   Against   Abstentions
854,701   85,893   1,614


Item 9.01  Financial Statements and Exhibits




Exhibit No.   Description
104   Cover Page Interactive Data File (embedded within Inline XBRL document)







Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: June 20, 2024 By: /s/ Ann Marie Sastry, Ph.D.
    Ann Marie Sastry, Ph.D.
    Chief Executive Officer