8-K - AMST - Equibles

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

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

Date of Report (Date of earliest event reported): February19, 2021

Amesite Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-39553	82-3431717
(State or other jurisdiction<br><br> <br>of incorporation)	(Commission File Number)	(IRS Employer<br><br> <br>Identification No.)
607 Shelby Street<br><br> <br>Suite 700 PMB 214<br><br> <br>Detroit, MI	48226
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(Address of principal executive offices)	(Zip Code)

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):

☐	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)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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	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 7.01 Regulation FD Disclosure.

Attached as Exhibit 99.1 to this Current Report on Form 8-K is an updated version of Amesite Inc.’s (the “Company”) investor presentation, which may be used in presentations to investors from time to time in the future.

The information in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K is furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Current Report, regardless of any general incorporation language in any such filing.

Item 8.01 Other Events.

On February 19, 2021, the Company issued a press release announcing an Interview to Air on Bloomberg US on the RedChip Money Report®. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

On February 22, 2021, the Company issued a press release announcing Ann Marie Sastry, Ph.D., the Company’s Chief Executive Officer, will present at the Diamond Equity Research Emerging Growth Conference on February 24 at 12:20 pm ET. A copy of the press release is attached hereto as Exhibit 99.3 and is incorporated herein by reference. On February 22, 2021, the Company issued a corrective press release to correct a hyperlink in the original press release. A copy of the corrective press is attached hereto as Exhibit 99.4 and is incorporated herein by reference.

Item 9.01 Financial Statementsand Exhibits

Exhibits

Exhibit No.	Description
99.1	Investor Presentation
99.2	Press release, dated February 19. 2021
99.3	Press release, dated February 22, 2021
99.4	Corrective press release, dated February 22, 2021

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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.

	AMESITE INC.
Date: February 24, 2021	By:	/s/ Ann Marie Sastry, Ph.D.
		Ann Marie Sastry, Ph.D.
		Chief Executive Officer

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Exhibit 99.1

Exhibit 99.2

Amesite Interview to Air on Bloomberg US on the RedChip Money Report®

ANN ARBOR, Mich., Feb. 19, 2021 -- Amesite Inc. (Nasdaq: AMST), a high-tech artificial intelligence software company offering a cloud-based platform and content creation services for business, university and K-12 learning and upskilling, announced today that an interview with its founder and CEO Dr. AnnMarie Sastry will air on The RedChip Money Report® on Bloomberg TV in the US on Saturday, February 20 at 7 p.m. local time in 73M homes across the United States. The RedChip Money Report® also airs on Bloomberg International in Europe in 100M homes at 6 pm local time on Sundays.

In the exclusive interview, Sastry discusses how Amesite is bringing schools and universities into the digital age along with recent company developments and milestones. To view the interview segment, visit: https://youtu.be/__f9NYSYAzo

“The RedChip Money Report” delivers insightful commentary on small-cap investing, interviews with Wall Street analysts, financial book reviews, as well as featured interviews with executives of public companies.

**About Amesite Inc.**Amesite is a high-tech artificial intelligence software company offering a cloud-based platform and content creation services for business, university and K-12 learning and upskilling. Amesite-offered courses and programs are branded to our customers. For more information, visit www.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:

INVESTOR RELATIONS:

Dave Gentry, CEO

RedChip Companies Inc.

407-491-4498

dave@redchip.com

Media Contact – Robert Busweiler – busweiler@sunshinesachs.com

Exhibit 99.3

Amesite Founder and CEO to Present at the DiamondEquity Research Emerging Growth Conference on February 24 at 12:20 pm ET

ANN ARBOR, Mich., Feb. 22, 2021 -- Amesite Inc. (Nasdaq: AMST), a high- tech artificial intelligence software company offering a cloud-based platform and content creation services for business, university and K-12 learning and upskilling, announced today that its founder and CEO, Dr. Ann Marie Sastry, will present at the Diamond Equity Research Emerging Growth Invitational on Wednesday, February 24 at 12:20 pm ET.

Dr. Sastry will present the Amesite story and explain how its award-winning, highly scalable A.I. driven platform is changing the way the world learns. Addressing a U.S. online learning market of $350 billion, its cloud-based online learning platform enables any institution to quickly stand up engaging easy-to-use learning programs and is considered the most advanced in the industry.

Dr. Sastry commented, “I look forward to sharing our story with the investment community. Online learning is the future of professional and student education and we are well- positioned to serve this large and growing global multi-trillion-dollar market, and deliver more engaging, effective and accessible learning experiences for all.”

Anyone interested in attending the virtual conference should visit https://www.diamondequityresearch.com/conferences/ to register. A live audio webcast and archive of the conference presentation will be available for a period of time using the registration link.

About Amesite Inc.

Amesite is a high-tech artificial intelligence software company offering a cloud-based platform and content creation services for business, university and K-12 learning and upskilling. Amesite-offered courses and programs are branded to its customers. For more information, visit www.Amesite.com.

Forward Looking Statements

This 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.

Investor Contact:

Dave Gentry

RedChip Companies Inc.

1-800-RED-CHIP (733-2447)

407-491-4498

Dave@redchip.com

Media Contact – Robert Busweiler – busweiler@sunshinesachs.com

Exhibit 99.4

/C O R R E C T I O N -- Amesite Inc./

In the news release, Amesite Founder and CEO to Present at the Diamond Equity Research Emerging Growth Conference on February 24 at 12:20 pm ET, issued 22-Feb-2021 by Amesite Inc. over PR Newswire, we are advised by the company that the link in fourth paragraph, should read https://www.diamondequityresearch.com/conferences. The complete, corrected release follows:

Amesite Founder and CEO to Presentat the Diamond Equity Research Emerging Growth Conference on February 24 at 12:20 pm ET

ANN ARBOR, Mich., Feb. 22, 2021 /PRNewswire/ -- Amesite Inc. (Nasdaq: AMST), a high-tech artificial intelligence software company offering a cloud-based platform and content creation services for business, university and K-12 learning and upskilling, announced today that its founder and CEO, Dr. Ann Marie Sastry, will present at the Diamond Equity Research Emerging Growth Invitational on Wednesday, February 24 at 12:20 pm ET.

Dr. Sastry commented, “I look forward to sharing our story with the investment community. Online learning is the future of professional and student education and we are well-positioned to serve this large and growing global multi-trillion-dollar market, and deliver more engaging, effective and accessible learning experiences for all.”

About Amesite Inc.

Forward Looking Statements

Investor Contact:

Dave Gentry

RedChip Companies Inc.

1-800-RED-CHIP (733-2447)

407-491-4498

Dave@redchip.com

Media Contact – Robert Busweiler – busweiler@sunshinesachs.com