Form 8-K - Current report

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): January 22, 2025

Amesite Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-39553

82-3431718

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

607 Shelby Street

Suite 700 PMB 214

Detroit, MI

48226

(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:

☐	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 each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001 per share		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.

Amesite Inc. (the “Company”) has prepared presentation materials (the “Presentation Materials”) that management intends to use from time to time in presentations about the Company’s operations and performance, including at the Sidoti Micro-Cap Virtual Conference held on January 22, 2025 (the “Conference”). The presentation made at the Conference using the Presentation Materials is available at https://www.youtube.com/live/V4LrN6GzvyY and may also be posted to the Company’s website at https://ir.amesite.com. The Presentation Materials are furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K are 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 9.01 Financial Statements and Exhibits

Exhibits

Exhibit No.		Description
99.1		Presentation Materials – January 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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: January 24, 2025	By:	/s/ Ann Marie Sastry, Ph.D.
		Ann Marie Sastry, Ph.D.
		Chief Executive Officer

Exhibit 99.1

Amesite 2025 Outlook Ja nu a ry 2 025 empowering people with ai tools NASDAQ: AMST

FORWARD LOOKING STATEMENTS This presentation may contain “forward - looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. For such forward - looking statements, we claim the protection of the safe harbor for forward - looking statements contained in the Private Securities Litigation Reform Act of 1995. As used below and throughout this presentation, the words “we”, “us” and “our” may refer to Amesite individually or together with one or more partner companies, as dictated by context. Such statements include, but are not limited to, any statements relating to our growth strategy and product development programs and any other statements that are not historical facts. Forward - looking statements are based on management’s current expectations and are subject to risks and uncertainties that could negatively affect our business, operating results, financial condition and stock price. Factors that could cause actual results to differ materially from those currently anticipated include: risks related to our growth strategy; risks relating to the results of research and development activities; our ability to obtain, perform under and maintain financing and strategic agreements and relationships; our dependence on third party suppliers; our ability to attract, integrate, and retain key personnel; the early stage of products under development; our need for and continued access to additional funds; government regulation; patent and intellectual property matters; competition; as well as other risks described in our Securities and Exchange Commission filings. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward - looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as may be required by law. The information contained herein is intended to be reviewed in its totality, and any stipulations, conditions or provisions that apply to a given piece of information in one part of this presentation should be read as applying mutatis mutandis to every other instance of such information appearing herein. 2 © 2025 Amesite Inc. All Rights Reserved.

Table of Contents Meet Amesite Product and Markets Sales Wins and Revenue Growth Marketing and Onboarding Technology & Pipeline People, Culture & Leadership Financials 3 © 2025 Amesite Inc. All Rights Reserved.

4 © 2025 Amesite Inc. All Rights Reserved. FAST GROWTH: NURSEMAGIC TM APP Real - time support for wide range of healthcare professionals, reducing time in charting, assisting with technical answers and patient communication. FIRST IN MARKET: AI - POWERED PROFESSIONAL LEARNING PLATFORM $2.4M in revenue since product launch Turnkey, AI - supported professional training platform that enables higher ed to generate revenue. Amesite Inc. (Nasdaq: AMST) develops and markets B2C and B2B AI - driven solutions. Best in class AI tools – 1 st in EdTech to integrate ChatGPT #1 Learner Completion: 96 - 98% Highest Trust among competitors in third - party evaluation

MADISON What NurseMagic TM Does 87 U S E R P R O F E S S I O N S R E G I S T E R E D O N N U R S E M A G I C TM R N s • P h y s i c i a n s • H e a l t h c a r e E x e c u t i v e s & M a n a g e r s • E M T s • O c c u p a t i o n a l T h e r a p i s t s • N P s • L V N s / L P N s • C N A s • N A s • H o m e C a r e N u r s e s • H H A s • P S S s 5 © 2025 Amesite Inc. All Rights Reserved.

Deployment of NurseMagic TM Dec 2024 : More growth! Larger marketing reach, social media buzz, and enterprise wins with franchise leaders. Paid subscriptions launch. Nov 2024 : B2B revenue established in home care markets. HIPAA compliance confirmed. Oct 2024 : NurseMagic hits App Store and Google Play, plus enterprise customization launches. Sep 2024 : 5 enterprise pilots with companies with 30K employees across 41 states roll out. Jul 2024 : Adopted in all 50 states, 6 countries . App tech scores 93 % on model NCLEX questions . Jun 2024 : From beta to launch — 1 , 200 users in week 1 , NurseNotes debuts by popular demand . Feb – Apr 2024 : The journey begins on 2 / 14 / 24 , with concept discussions and beta testing . 6 © 2025 Amesite Inc. All Rights Reserved.

MADISON NurseMagic TM Pricing: Accessible for Sustainable Scale “"NurseMagic's technology is transforming my organization with its intuitive and easy - to - use platform. The tool empowers my team by providing the answers they need directly through the app. It saves me time and ensures fast, accurate resolutions. NurseMagic is both powerful and incredibly easy to use, making it accessible to everyone on my team." Steven Nickens , Owner, Senior Helpers, Seal Beach, CA "NurseMagic has been fabulous for us. My least favorite thing about nursing is the documentation part — I love to be hands - on with my clients, and this gives me more time to do just that. It’ll also allow my staff to have that same hands - on time with their clients.” Jenny Marshall RN , Director of Nursing, BrightStar Care, Spokane North, WA VIEW MORE TESTIMONIALS P U R C H A S E S A R E A U T O M A T E D F O R B 2 C . C O N T R A C T S A R E S I M P L E A N D C L O S E F A S T F O R B 2 B . P R I C I N G I S A T T R A C T I V E F O R B O T H P R O D U C T S . 7 © 2025 Amesite Inc. All Rights Reserved.

B2C: LARGEST SEGMENTS IN HEALTHCARE AND CARE B2B: HOME CARE & HOME HEALTH AMS NurseMagic TM Meets Huge Market Pain 1.4M U.S. Home Health Care Employees https:/ / www .statista.com/s tatis tics /185 249/pers ons - empl oyed - in - home - health - care - services - in - the - us - si nce - 200 0 / Skilled Nursing and Home Health Care Facilities in the U.S. https:/ /www .statista.com/s tatis ti cs /1953 17/num ber - of - medi care - skil led - nursi ng - facil ities - in - the - us / https:/ /www .statista.com/s tatis ti cs /1953 18/num ber - of - medi care - home - health - agencies - in - the - us / Projected CAGR in Home Health Care, 2024 - 2034 26K ~13% >$130B US Home Care Providers Market Size https:/ /www .journalofnursi ngregul ation. com /arti cl e/ S2155 - 825 6(23 )000 47 - 9/ ful ltex t https:/ /bhw. hrsa.gov/s ites/default/fil es/bureau - health - workforce/s tate - of - the - health - workforce - report - 202 4.pd f https:/ /www .bls .gov/oes/2 023/m ay/oes 311131 .htm https:/ /dataus a. io/profi le/soc/personal - care - aides# 630K U.S. LPNs https:/ /bhw. hrsa.gov/s ites/default/fil es/bureau - health - workforce/s tate - of - the - health - workforce - report - 202 4.pd f 5.2M U.S. RNs https:/ /www .journalofnursi ngregul ation. com /arti cl e/ 8 © 2025 Amesite Inc. All Rights Reserved. S2155 - 825 6(23 )000 47 - 9/ ful ltex t https:/ / www .globenewswi re.com /news - release/20 24/10 /10/ 296146 6/0/en/Hom e - Healthcare - Market - Siz e - Expected - to - Exceed - USD - 1 - 445 - 71 - Bn - by - 203 4.html #:~: text=The%20 U.S.%2 0home%20 healthcare% 2 0 market, of% 20around%204 0.26% 25%2 0in%2 02023 . 40% of healthcare workers’ time is spent on documentation

5mos From Public Launch to 1 st Enterprise Revenue >700 Targeted Franchise Locations Based on Wins MADISON NurseMagic TM App Wins B2C WINS B2B WINS $5.2B Annual Revenue of Targeted Customers being Outreached 9 N U R S E M A G I C ’ S B 2 C A U D I E N C E O N S O C I A L L O V E S T H E B R A N D . N U R S E M A G I C H A S A V A L I D A T E D M A R K E T E N T R Y W I T H N O S I G N I F I C A N T O B J E C T I O N S I N C A R E A N D H E A L T H C A R E . © 2025 Amesite Inc. All Rights Reserved. https:// www.seniorhelpersfranchise.com/the - opportunity/ https://homehealthcarenews.com/2024/10/how - brightst ar - care - got - to - 400 - us - locations - and - wher e - it - plans - to - go - next/ 12.9 Million Accounts Reached Instagram + TikTok Over Last 90 Days >10k Registered Free Users within 6 months of launch. B2C subscriptions launched 12/11/24 Users in 50 States & 21 Countries within 6 months of public launch

MADISON B2C Revenue GROWTH: NurseMagic TM A C H I E V E P R O F I T A B I L I T Y W I T H F E W E R T H A N 3 0 , 0 0 0 B 2 C U S E R S . H A V E E N R O L L E D > 1 0 , 0 0 0 F R E E U S E R S . U S E R F E E D B A C K H I G H L Y P O S I T I V E & P R I C E P O I N T I S A T T R A C T I V E . Paths to Profitability RNs: less than .5% market penetration LPNs: less than 4.8% market penetration HOW WE CONVERT Target with Paid Digital Advertising Gain Endorsements from Trusted Influencers Outreach Free Users with Email & SMS Marketing 10 © 2025 Amesite Inc. All Rights Reserved.

MADISON B2B Revenue GROWTH: NurseMagic TM A C H I E V E P R O F I T A B I L I T Y W I T H F E W E R T H A N 1 7 , 0 0 0 B 2 B U S E R S . H A V E G E N E R A T E D W I N S I N B O T H I N D E P E N D E N T A N D F R A N C H I S E E H O M E C A R E . F E E D B A C K I S O U T S T A N D I N G O N P R O D U C T A N D P R I C E P O I N T . Paths to Profitability Skilled Nursing and Home Care: less than 1.6% market penetration Franchisees in Home Care: 9.3% market penetration in ACTIVELY targeted corporations HOW WE CONVERT Target Owners with Paid Digital Advertising Direct Email & Phone Outreach to Private Organizations Direct Outreach to Care Agencies via Publicly - Available Government Channels 11 © 2025 Amesite Inc. All Rights Reserved.

NurseMagic TM Brand Reach 38K+ F O L L O W E R S S I N C E F E B 2 0 2 4 I N C E P T I O N 125+ S O C I A L P O S T S / W K 5 B L O G S / W K 6 S O C I A L C H A N N E L S MU L TIP L E VI RAL P OSTS W I T H O V E R 1 M V I E W S 12.9M A C C O U N T S R E A C H E D I N L A S T 9 0 D A Y S R O B US T , P O S I T I V E M A R K E T I N G I S D R I V I N G M I L L I O N S O F V I E W S . N U R S E M A G I C I S F I R S T – A N D L O UD – I N A I F O R C A R E T E A M S . 12 © 2025 Amesite Inc. All Rights Reserved.

NurseMagic TM Onboarding: Simple & Scalable B2C B2B 2 Sign up 3 Try it for FREE 4 Subscribe 1 See NurseMagic on social or an ad 2 Enterprise gets customized solution. 1 Short trial to demonstrated benefit. 3 Customer manages app access and use. F R E E M I U M M O D E L B U I L D S T R U S T A N D D R I V E S A D O P T I O N . L I M I T E D F R E E U S A G E E N C O U R A G E S C O N V E R S I O N . S U B S C R I P T I O N R E V E N U E P R O T E C T S M A R G I N S W I T H C O N T R O L L E D U S A G E . Pricing First Name: Last Name: Company Name: Company Email: 13 © 2025 Amesite Inc. All Rights Reserved.

Infrastructure Is Designed to Integrate Innovative Solutions Technology and Pipeline Data acquisition: real - world data with PHI data scrubbed & synthetic data for AI scale Data preparation: PHI removed and formatted for consistency Model Refinement: constantly improve models with real - world & synthetic data Model Delivery: ensures models integrate with existing systems and workflows NEW APIs! AI and Analytics APIs Functional APIs 14 © 2025 Amesite Inc. All Rights Reserved.

AMS NurseMagic TM : Reliable, Trusted and Secure strict development and access controls secured electronic protected health information (ePHI) infrastructure enables entry into ALL HEALTHCARE SEGMENTS N U R S E M A G I C TM I S A S E C U R E A N D R E L I A B L E S O L U T I O N F O R E N T E R P R I S E : M E E T S H I P A A R E Q U I R E M E N T S 24/7 automated threat monitoring 15 © 2025 Amesite Inc. All Rights Reserved.

Continuous Improvement of NurseMagic TM Technology 20+ Proprietary models routinely trained to assure top performance >1B lines Projected Training data, Year One of NurseMagic TM public release 5 Feature upgrades per week, on average >100 APIs integrated including connections to government databases, authentication services, payment gateways, other services, and AI - powered tools. 16 © 2025 Amesite Inc. All Rights Reserved.

17 © 2025 Amesite Inc. All Rights Reserved. Team Experience and Award - Winning Culture MARKETING 8y of collective experience digital marketing • lead generation • paid advertising • social media • influencer relations • content creation • brand management • SEM • SEO • public relations • data analytics SALES 22y of collective experience U.S. and global enterprise sales • higher education sales • enterprise sales • nonprofit sales • healthcare sales • financial services sales ENGINEERING 49y of collective experience full stack coding • software engineering • software & cloud architecture • product engineering • cybersecurity • US & global compliance • data science • AI system design • natural language processing • optimization and performance tuning • app development • computational modeling • statistical data analysis FINANCE 32y of collective experience auditor • private and public experience • financial forecasts • M&A • corporate financial advising 1 9 E A R N E D W O R K P L A C E E X C E L L E N C E A W A R D S 8 O F T H E M N A T I O N A L WINNER 2023 WINNER 2023 WINNER 2023

Leadership & Board Barbie Brewer J. Michael Losh Gilbert S. Omenn, MD, Ph.D. George Parmer in 2015 for $90M) • Recognized by President Obama at the White House in 2015 for her technology entrepreneurship • Featured in WSJ, Fortune, Forbes, The Economist, USA Today, The New York Times ; cover of Inc. • Arthur F. Thurnau Professor (UM’s highest teaching honor) at the University of Michigan, 17 years • >100 publications and 100 patents and filings. >100 invited lectures and seminars globally (NIH, NSF, NAE, MIT, Stanford, UC Berkeley, Oxford, Cambridge, etc.) • Boards of the International Council on Clean Transportation (ICCT), Oxford Companies, Lucius Partners • PhD and MS degrees from Cornell University, BS from the University of Delaware, Mech Engineering Dr. Ann Marie Sastry Founder, Chair & CEO • Former CEO and co - Founder of Sakti3 (acquired by Dyson T E C H & H E A L T H C A R E F I N A N C E P E O P L E & G R O W T H 18 © 2025 Amesite Inc. All Rights Reserved.

Nasdaq: AMST 19 © 2025 Amesite Inc. All Rights Reserved. Building Revenue: • B2B NurseMagic TM B2C Sales Launched and Generating Revenue • B2C NurseMagic TM Sales Demonstrated in Large and Growing Market • Recognition Growing, with Social Following in Excess of 38,000 and 12.9 Million Marketing Reach • Good Liquidity • Zero Debt $3.5M Cash On Hand 14.6 Months of burn on hand, assuming no new revenue (conservative). $0 Debt 4M Shares Outstanding $2.4M Total Contract Value Since Inception As of January 17, 2025 FY Jun 30 2.8M Public Float

Cost Reductions Enabled by Best - in - Class Infrastructure S T E A D Y B U R N R A T E P R O J E C T E D F O R F Y 2 5 A U T O M A T E D B 2 C & E F F I C I E N T B 2 B S A L E S F L O WS D R I V E S C A L A B I L I T Y R E P E A T A B L E S A L E S E N A B L E G R O W T H W I T H O U T S I G N I F I C A N T E X P E N S E S . 20 © 2025 Amesite Inc. All Rights Reserved.

21 © 2025 Amesite Inc. All Rights Reserved. AMESITE INVESTMENT HIGHLIGHTS NurseMagic TM App Seeing Rapid Adoption, both B2C and B2B Closed Enterprise Deals with NurseMagic TM in $5.2B Industry Proven AI - Powered Higher Ed Platform That Runs Turnkey Targeting Sustainable Margins with Lean Operations – 50% reduction in SG&A in last FY Rapid Increase in Revenue Anticipated with B2B App Sales in Large & Hungry Health Care Market No Corporate Debt & Good Liquidity Featured in Fox Business News, Yahoo!Finance, CNBC, Bloomberg, Forbes, Business Insider, and other publications CNBC Squawk Box Newsy Tonight

Cover	Jan. 22, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 22, 2025
Entity File Number	001-39553
Entity Registrant Name	Amesite Inc.
Entity Central Index Key	0001807166
Entity Tax Identification Number	82-3431718
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	607 Shelby Street
Entity Address, Address Line Two	Suite 700 PMB 214
Entity Address, City or Town	Detroit
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	48226
City Area Code	734
Local Phone Number	876-8130
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	AMST
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false