Amass Brands cuts warrant exercise price to $3

AMASS Brands Inc. entered into Amendment No. 2 to its existing warrant held by Streeterville Capital, LLC.

Rhea-AI Filing Summary

AMASS Brands Inc. entered into Amendment No. 2 to its existing warrant held by Streeterville Capital, LLC. For a ninety-day “Reduced Exercise Price Period” starting on the amendment’s effective date, the warrant exercise price is temporarily reduced to $3.00 per share, after which it reverts to $16.00 per share. The company can end this reduced-price window at any time with two trading days’ prior written notice, while all other warrant terms remain unchanged.

Insights

Capital structure and securities analyst

AMASS temporarily discounts an existing warrant to $3 to incentivize exercise.

AMASS Brands amended an existing warrant held by Streeterville Capital to lower the exercise price to $3.00 per share for a defined ninety-day period. After this window, the exercise price returns to $16.00 per share, with all other terms unchanged.

This structure may encourage the investor to exercise during the Reduced Exercise Price Period, potentially bringing cash into the company, though the amendment does not specify warrant size or proceeds. The company also preserves flexibility by allowing early termination of the reduced-price period with two trading days’ notice.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Temporary exercise price: $3.00 per share Post-period exercise price: $16.00 per share Reduced price window length: 90 days +1 more

4 metrics

Temporary exercise price $3.00 per share During ninety-day Reduced Exercise Price Period

Post-period exercise price $16.00 per share After expiration or termination of Reduced Exercise Price Period

Reduced price window length 90 days Duration of Reduced Exercise Price Period

Early termination notice 2 trading days Prior written notice required to end reduced-price period

Key Terms

Material Definitive Agreement, Warrant to Purchase Shares of Common Stock, Reduced Exercise Price Period, Securities Purchase Agreement, +1 more

5 terms

Material Definitive Agreement regulatory

"Item 1.01. Entry into a Material Definitive Agreement."

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

Warrant to Purchase Shares of Common Stock financial

"Amendment No. 2 to the Warrant to Purchase Shares of Common Stock"

Reduced Exercise Price Period financial

"during the ninety (90) day period commencing on the effective date of the Warrant Amendment (the “Reduced Exercise Price Period”)"

Securities Purchase Agreement financial

"originally issued to the Investor in connection with that certain Securities Purchase Agreement, dated March 17, 2026"

A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.

Global Amendment regulatory

"as amended by that certain Global Amendment dated April 7, 2026"

FAQ

What agreement did AMASS Brands Inc. (AMSS) disclose in this 8-K?

AMASS Brands Inc. disclosed Amendment No. 2 to a Warrant to Purchase Shares of Common Stock held by Streeterville Capital, LLC. The amendment primarily changes the warrant’s exercise pricing terms for a limited ninety-day period while leaving all other warrant provisions in full force and effect.

How did AMASS Brands (AMSS) change the warrant exercise price?

The amendment sets a temporary reduced exercise price of $3.00 per share during a ninety-day Reduced Exercise Price Period. Once this period ends or is terminated, the exercise price reverts to $16.00 per share, restoring the higher strike level originally applicable under the warrant.

How long does AMASS Brands’ Reduced Exercise Price Period last?

The Reduced Exercise Price Period lasts ninety days beginning on the effective date of the Warrant Amendment. During this time, exercises occur at $3.00 per share. After the ninety days, or earlier termination, the warrant’s exercise price automatically returns to $16.00 per share.

Can AMASS Brands (AMSS) end the reduced warrant price early?

Yes. AMASS Brands may terminate the Reduced Exercise Price Period at any time by giving two trading days’ prior written notice. After termination, the warrant exercise price reverts to $16.00 per share, and the remaining terms of the warrant continue unchanged under the existing documentation.

Who is the investor affected by AMASS Brands’ warrant amendment?

The warrant subject to Amendment No. 2 is held by Streeterville Capital, LLC. This investor originally received the warrant in connection with a Securities Purchase Agreement dated March 17, 2026, which was later modified by a Global Amendment dated April 7, 2026.

Did AMASS Brands (AMSS) change any other warrant terms besides price?

No. The amendment only alters the exercise price mechanics, introducing the temporary $3.00 per share period before reverting to $16.00 per share. The company states that all other terms and conditions of the warrant remain unchanged and in full force and effect after this pricing modification.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/12/2026 - 07:02 PM Learn about SEC filing dates

falseAMASS BRANDS0001851491CA 0001851491 2026-06-12 2026-06-12

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): June 12, 2026

AMASS BRANDS INC

(Exact name of registrant as specified in its charter)

Delaware		001-43286		81-5227282
(State or other jurisdiction of incorporation or organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

860 E Stowell Road Santa Maria, CA		93454
(Address of principal executive offices)		(Zip Code)

(909) 293-8571

 Registrant’s telephone number, including area code:

Not Applicable

(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)

¨ 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 Class		Trading Symbol		Name of Exchange On Which Registered
Common Stock		AMSS		Nasdaq Global Market

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 1.01. Entry into a Material Definitive Agreement.

On June 12, 2026, AMASS Brands Inc (the “Company”) entered into Amendment No. 2 to the Warrant to Purchase Shares of Common Stock (the “Warrant Amendment”) with Streeterville Capital, LLC (the “Investor”). The Warrant Amendment amends the warrant to purchase shares of the Company’s common stock, as amended on May 29, 2026 (the “Warrant”) originally issued to the Investor in connection with that certain Securities Purchase Agreement, dated March 17, 2026, by and between the Company and the Investor, as amended by that certain Global Amendment dated April 7, 2026.

The Warrant Amendment modifies the exercise price of the Warrant to provide for a reduced exercise price of $3.00 per share for any exercise occurring during the ninety (90) day period commencing on the effective date of the Warrant Amendment (the “Reduced Exercise Price Period”). Following the expiration or earlier termination of the Reduced Exercise Price Period, the exercise price will be $16.00 per share. The Company may terminate the Reduced Exercise Price Period at any time upon two (2) trading days’ prior written notice. All other terms and conditions of the Warrant remain unchanged and in full force and effect.

The foregoing description of the Warrant Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Warrant Amendment, a copy of which is filed as Exhibit 4.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements, Pro Forma Financial Information, and Exhibits.

(c) Exhibits

4.1 Amendment No. 2 to the Warrant to Purchase Shares of Common Stock.

2

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.

Dated: June 12, 2026

AMASS BRANDS INC
By:	/s/ Mark T. Lynn
	Mark T. Lynn
	Chief Executive Officer
	(Principal Executive Officer)

3

Filing Exhibits & Attachments

2 documents

Other Documents

• EX-4.1 EXHIBIT 4.1 56.1 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 43.5 KB