AMASS Brands Cuts Warrant Exercise Price to $5.00

AMASS Brands Inc. entered into a material definitive agreement with Streeterville Capital, LLC to amend an existing warrant to purchase its common stock.

Rhea-AI Filing Summary

AMASS Brands Inc. entered into a material definitive agreement with Streeterville Capital, LLC to amend an existing warrant to purchase its common stock. The amendment temporarily reduces the warrant exercise price to $5.00 per share for a ninety-day “Reduced Exercise Price Period” starting on the amendment’s effective date.

After this period expires or is terminated, the exercise price resets to $16.00 per share. AMASS may end the Reduced Exercise Price Period at any time by giving two trading days’ prior written notice, while all other warrant terms remain unchanged.

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: $5.00 per share Post-period exercise price: $16.00 per share Reduced Exercise Price Period length: 90 days +1 more

4 metrics

Temporary exercise price $5.00 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 Exercise Price Period length 90 days Commencing on effective date of Warrant Amendment

Early termination notice 2 trading days Prior written notice required to end Reduced Exercise Price Period

Key Terms

Material Definitive Agreement, Warrant to Purchase Shares of Common Stock, Reduced Exercise Price Period, Emerging Growth Company

4 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. 1 to the Warrant to Purchase Shares of Common Stock"

Reduced Exercise Price Period financial

"for any exercise occurring during the ninety (90) day period ... (the “Reduced Exercise Price Period”)."

Emerging Growth Company regulatory

"Emerging Growth Company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did AMASS Brands Inc. (AMSS) announce in this 8-K filing?

AMASS Brands Inc. amended an existing warrant held by Streeterville Capital, LLC. The amendment temporarily reduces the warrant’s exercise price and keeps all other terms in place, potentially encouraging near-term warrant exercises under revised pricing.

How does the warrant exercise price change for AMASS Brands Inc. (AMSS)?

The warrant exercise price is reduced to $5.00 per share during a defined ninety-day period. After that Reduced Exercise Price Period ends or is terminated, the exercise price resets higher to $16.00 per share under the amended warrant terms.

How long does the Reduced Exercise Price Period last for AMSS (AMSS) warrants?

The Reduced Exercise Price Period lasts for ninety days starting on the warrant amendment’s effective date. During this time, holders may exercise at $5.00 per share before the price returns to the higher post-period level of $16.00.

Can AMASS Brands Inc. (AMSS) end the Reduced Exercise Price Period early?

Yes. AMASS Brands Inc. may terminate the Reduced Exercise Price Period at any time by giving two trading days’ prior written notice. Once terminated or expired, the warrant exercise price becomes $16.00 per share under the amended agreement.

Who is the counterparty to AMASS Brands Inc. (AMSS) in the warrant amendment?

The counterparty is Streeterville Capital, LLC, which holds the warrant to purchase shares of AMASS Brands’ common stock. The amendment modifies only the exercise-price structure and leaves all other warrant terms and conditions unchanged and in full force.

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

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Accepted by SEC EDGAR 05/29/2026 - 04:45 PM EDT Learn about SEC filing dates

falseAMASS BRANDS0001851491CA 0001851491 2026-05-29 2026-05-29

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): May 29, 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 May 29, 2026, AMASS Brands Inc (the “Company”) entered into Amendment No. 1 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 (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 $5.00 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. 1 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: May 29, 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 48.1 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 45.3 KB