Amesite Inc. (NASDAQ: AMST) OKs 2018 plan share increase and warrant issuances
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Amesite Inc. reported results of its July 13, 2026 annual meeting of stockholders. Stockholders of record on May 22, 2026, when 5,852,985 shares of common stock were outstanding, were entitled to vote. A total of 2,321,797 shares, or approximately 40% of outstanding shares, were represented, constituting a quorum under the company’s bylaws. Stockholders elected Ann Marie Sastry, Ph.D. and Barbie Brewer as Class II directors for three-year terms and ratified Novogradac & Company LLP as independent registered public accounting firm for the year ending June 30, 2026.
Stockholders also approved amending the 2018 Equity Incentive Plan to increase the number of shares available for issuance under the plan by 1,000,000 shares and separately increase the number of shares that may be issued pursuant to the exercise of incentive stock options by 1,000,000 shares. In addition, in accordance with Nasdaq Listing Rule 5635(d), stockholders approved the issuance of an aggregate of 1,393,732 shares of common stock upon exercise of the company’s Series A-1 warrants and an aggregate of 1,393,732 shares of common stock upon exercise of its Series A-2 warrants.
Positive
- None.
Negative
- None.
8-K Event Classification
3 items: 5.02, 5.07, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Shares outstanding on Record Date: 5,852,985 shares
Shares represented at Annual Meeting: 2,321,797 shares
Meeting quorum percentage: approximately 40%
+5 more
8 metrics
Shares outstanding on Record Date
5,852,985 shares
Common stock issued and outstanding as of the May 22, 2026 record date
Shares represented at Annual Meeting
2,321,797 shares
Common shares represented at the July 13, 2026 annual meeting of stockholders
Meeting quorum percentage
approximately 40%
Portion of outstanding common stock represented at the annual meeting
Additional shares under 2018 Plan
1,000,000 shares
Increase in shares available for issuance under the 2018 Equity Incentive Plan
Additional incentive stock option shares
1,000,000 shares
Increase in shares that may be issued upon exercise of incentive stock options under the 2018 Plan
Series A-1 warrant shares
1,393,732 shares
Aggregate common shares issuable upon exercise of Series A-1 warrants approved by shareholders
Series A-2 warrant shares
1,393,732 shares
Aggregate common shares issuable upon exercise of Series A-2 warrants approved by shareholders
Votes for auditor ratification
2,091,129 votes
Votes cast in favor of ratifying Novogradac & Company LLP for year ending June 30, 2026
Key Terms
2018 Equity Incentive Plan, incentive stock options, Broker Non-Votes, Nasdaq Listing Rule 5635(d), +2 more
6 terms
2018 Equity Incentive Plan financial
"amend the 2018 Equity Incentive Plan to increase the number of shares"
incentive stock options financial
"increase the number of shares that may be issued pursuant to the exercise of incentive stock options"
Incentive stock options are a type of employee stock option that gives eligible workers the right to buy company shares at a fixed price later on, often below future market value. They matter to investors because they align employee incentives with company performance, can dilute existing ownership when exercised, and create potential tax advantages for option holders if certain holding-time rules are met — think of them as a coupon to buy stock at today’s price with extra tax rules attached.
Broker Non-Votes regulatory
"Director vote table lists For, Withheld and Broker Non-Votes"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
Nasdaq Listing Rule 5635(d) regulatory
"in accordance with Nasdaq Listing Rule 5635(d), of the issuance of an aggregate"
Nasdaq Listing Rule 5635(d) is a stock-exchange rule that determines when a company must get shareholder approval before issuing new shares tied to conversions or exercises of existing convertible securities, options or warrants. It matters to investors because it controls potential dilution of their holdings and changes in voting power—think of it like a rule that decides whether a previously agreed‑upon coupon can be redeemed without asking the group again.
quorum regulatory
"which was sufficient to constitute a quorum pursuant to the Company’s Bylaws"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
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
What changes were made to Amesite (AMST) 2018 Equity Incentive Plan?
Shareholders approved an amendment increasing shares available under the 2018 Equity Incentive Plan by 1,000,000 shares and separately increasing shares issuable upon exercise of incentive stock options by 1,000,000 shares. These changes expand the share pool available for equity and incentive stock option grants.
Who was elected to the Amesite Inc. (AMST) board and which auditor was ratified?
Shareholders elected Ann Marie Sastry, Ph.D. and Barbie Brewer as Class II directors for full three-year terms. They also ratified Novogradac & Company LLP as Amesite’s independent registered public accounting firm for the fiscal year ending June 30, 2026.