8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): November6, 2020

AmesiteInc.

(Exact name of registrant as specified in its charter)

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

N/A

(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 (see General Instruction A.2. below):

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

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. ☐

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

On November 6, 2020, Richard DiBartolomeo was provided sixty (60) days’ notice of the termination of his employment with Amesite Inc.  Further, effective as of November 6, 2020, Mr. DiBartolomeo has been designated as the Vice President of Finance, and Ann Marie Sastry, Ph.D., has been appointed as the Interim Chief Financial Officer of the Company. Dr. Sastry will serve as the Interim Chief Financial Officer during the transition period and until such time as the Company has appointed a new Chief Financial Officer.

Set forth below is the biographical information of Dr. Sastry, as required by Item 401 of Regulation S-K

Dr. Sastry has been the President, Chief Executive Officer, and Chairman of Amesite Inc. since the Company’s incorporation in November 2017. From April 2008 to October 2015, Dr. Sastry served as the President, Chief Executive Officer, member of the board of directors and co-founder of Sakti3, recognized as one of the Massachusetts Institute of Technology’s 50 Smartest Companies in 2015. Backed by a global team of venture capitalists Sakti3 was sold to Dyson Ltd. in 2015 for $90 million. Dr. Sastry was invited to the White House in 2015 to be recognized for her technology entrepreneurship, and meet with President Barack Obama. From October 2015 to November 2017, Dr. Sastry continued on with Dyson as head of the global solid state battery team, focusing on technology strategy and advancement, staff and organizational growth, and partnership development. Her technology and business work have been featured in the WSJ, Fortune, Forbes, the Economist, USA Today, the New York Times and on the cover of Inc.

Prior to starting her companies, Dr. Sastry was a professor of engineering at the University of Michigan. Dr. Sastry was named an Arthur F. Thurnau Professor (UM’s highest teaching honor) in 2008. Tenured and promoted early, Sastry was recognized with some of the highest honors in her scientific fields over her 17 year academic career, including the ASME Frank Kreith Energy Award (2011) and NSF’s Presidential Early Career Award for Scientists and Engineers (1997). She founded two academic research centers in intracellular signaling (Keck Foundation) and advanced automotive batteries (GM / Department of Energy), and a global graduate program in Energy Systems Engineering. She has co-authored over 100 publications and 100 patents and filings, and has delivered over 100 invited lectures and seminars globally on a range of scientific and technology topics, spanning mathematics, physics, bioscience and battery technology. Dr. Sastry is active in philanthropy and business mentorship, with a focus on education and poverty alleviation. She holds Ph.D. and M.S. degrees from Cornell University, and a B.S. from the University of Delaware, all in mechanical engineering.

On November 12, 2020, the Company entered into a Severance Agreement and Release with Mr. DiBartolomeo (the “DiBartolomeo Agreement”) pursuant to which, among other things, the Company agreed to pay Mr. DiBartolomeo four (4) months of salary and COBRA health benefit payments in addition to his employment agreement requirements in exchange for a general release.

The foregoing description of the DiBartolomeo Agreement is not intended to be complete and is qualified in its entirety by reference to the full text of the DiBartolomeo Agreement, a copy of  which will be filed as an exhibit to the Company’s quarterly report on Form 10-Q for the quarter ended December 31, 2020.

Item8.01  Other Events.

On November 12, 2020, the Company issued a press release announcing the expansion of its sales and business team. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits

Exhibits

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SIGNATURES

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.

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Exhibit 99.1

Amesite Announces Expansion of Sales and Business Development Team

DETROIT, Nov. 12, 2020 -- Amesite Inc. (Nasdaq: AMST), an artificial intelligence software company providing online learning ecosystems for business, higher education, and K-12, announced today an expansion of its sales and business development team by adding seasoned education industry sales professionals Brandon Owens and Kellen Hanson.

Commenting on the announcement, Amesite Founder & CEO, Dr. Ann Marie Sastry, stated, "We are excited to welcome Brandon and Kellen to the Amesite team. As a result of our recent $15 million IPO, we now have the capital to aggressively expand our sales and marketing team in an effort to grow wins in both the virtual enterprise training and educational markets."

Brandon Owens joins Amesite as Director of Enterprise Sales. He has a broad range of experience in sales leadership and business strategy. Before joining Amesite, Brandon worked at Pluralsight where he focused on generating net new revenue. Prior to Pluralsight, Brandon was the Director of Business Development at ActiveCare where he developed sales strategy and led the day-to-day operations of its business growth. Prior to ActiveCare, Brandon spent four years at AT&T, Corporate Solutions in its enterprise sales division.

Kellen Hansen joins Amesite as Director of Higher Education Sales. Before joining Amesite, Kellen spent the past six years in various roles at Instructure, a learning management platform for schools and employee development for businesses, with the most recent three years as Regional Director Senior Account Executive, Higher Education.

Dr. Sastry added, "We expect to substantially build out our finance team as well to support sales, as we work hard to develop repeatable wins in our business segments. With greater remote learning likely to become a permanent feature going forward, coupled with the need for professionals to undergo training from their employers, we stand ready to meet the needs of students and professionals alike by providing and supporting companies and universities with turnkey eLearning systems."

Amesite has built an innovative cloud-based platform for online training and education that uses AI to improve the user experience for both learners and teachers and improve learner retention. Amesite provides a fully integrated experience by automatically delivering video, messaging, engagement, and fresh content, making teaching a much easier task by delivering a high degree of engagement for the student.

**About Amesite Inc.**Amesite is a high tech artificial intelligence software company offering a cloud-based platform and content creation services for K-12, college, university and business education and upskilling. Amesite-offered courses and programs are branded to our customers.  Amesite uses artificial intelligence technologies to provide customized environments for learners, easy-to-manage interfaces for instructors, and greater accessibility for learners in the US education market and beyond.  The Company leverages existing institutional infrastructures, adding mass customization and cutting-edge technology to provide cost-effective, scalable and engaging experiences for learners anywhere.  For more information, visit https://amesite.com.

Forward Looking StatementsThis communication contains forward-looking statements (including within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended) concerning the Company, the Company's planned online machine learning platform, the Company's business plans, any future commercialization of the Company's online learning solutions, potential customers, business objectives and other matters. Forward-looking statements generally include statements that are predictive in nature and depend upon or refer to future events or conditions, and include words such as "may," "will," "should," "would," "expect," "plan," "believe," "intend," "look forward," and other similar expressions among others. Statements that are not historical facts are forward-looking statements. Forward-looking statements are based on current beliefs and assumptions that are subject to risks and uncertainties and are not guarantees of future performance. Actual results could differ materially from those contained in any forward-looking statement. Risks facing the Company and its planned platform are set forth in the Company's filings with the SEC. Except as required by applicable law, the Company undertakes no obligation to revise or update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

Contact:

Bob Prag

858-794-9500

bprag@delmarconsulting.com