DETROIT, Feb. 06, 2024 (GLOBE NEWSWIRE) -- Amesite Inc. (NASDAQ: AMST), a leading artificial intelligence software company offering a cloud-based learning platform for business and education markets, announces aggregate retention numbers for users enrolled in programs delivered on its technology stack, and its growing sales activity. Amesite reports an overall retention rate (the percentage of enrollees that remain in a course) of 98% for paid learning experiences on its platform. These results overwhelming ...

DETROIT, Feb. 06, 2024 (GLOBE NEWSWIRE) -- Amesite Inc. (NASDAQ:AMST), a leading artificial intelligence software company offering a cloud-based learning platform for business and education markets, announces aggregate retention numbers for users enrolled in programs delivered on its technology stack, and its growing sales activity. Amesite reports an overall retention rate (the percentage of enrollees that remain in a course) of 98% for paid learning experiences on its platform. These results overwhelmingl ...

DETROIT, Jan. 29, 2024 (GLOBE NEWSWIRE) -- Amesite Inc. (NASDAQ:AMST), a leading artificial intelligence software company offering a cloud-based learning platform for business and education markets, announces the launch of its Implicit Bias Training program. Developed in collaboration with Larry Davis Jr., MA, LPC, CADC, NCC, ACS, this program is set to address the critical issues of workplace bias and inclusivity. Implicit bias in the workplace is not only a significant concern for the safety and wellbeing ...

DETROIT, Jan. 23, 2024 (GLOBE NEWSWIRE) -- Amesite Inc. (NASDAQ:AMST), a leading artificial intelligence software company offering a cloud-based learning platform for business and education markets, announces the launch of its Active Shooter Preparedness Training program. This essential training is developed in collaboration with renowned active shooter prevention expert Chris Grollnek, M.S., Founder and Managing Principal of the Active Shooter Prevention Project, LLC (ASPP). This training is essential for ...

DETROIT, Jan. 17, 2024 (GLOBE NEWSWIRE) -- Amesite Inc. (NASDAQ:AMST) Amesite Inc., an AI-driven learning platform leader, is pleased to announce its provisional certification under the Texas Risk and Authorization Management Program (TX-RAMP), enhancing its partnership prospects with Texas' public colleges and universities. This certification is a testament to Amesite's unwavering commitment to delivering secure and scalable learning solutions in the education sector.   Dr. Ann Marie Sastry, CEO of Amesite ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Commission File Number: 001-39553 AMESITE INC. (Exact name of registrant as specified in its charter) | --- | --- | |--------- ...

PART I This section provides an overview of Amesite Inc.'s business, strategy, technology, intellectual property, competitive landscape, and associated risk factors [ITEM 1. BUSINESS](index=7&type=section&id=ITEM%201.%20BUSINESS) Amesite Inc. provides AI-driven cloud-based learning platforms and content services, generating revenue from platform licensing and user fees, emphasizing proprietary AI and IP protection - Amesite is a high-tech artificial intelligence software company offering a cloud-based platform and content creation services for business and university-delivered education and upskilling[15](index=15&type=chunk) - The company's strategy involves delivering Learning Community Environments (LCEs) to businesses and educational institutions, enabling them to offer branded learning products with ease[17](index=17&type=chunk) - Revenue is derived from licensing the platform and user fees associated with its use by customers for their users[16](index=16&type=chunk)[18](index=18&type=chunk) - Amesite utilizes artificial intelligence algorithms to improve learning outcomes by assisting learners with content access, utilization, and engagement, and protects learner data solely for this purpose[21](index=21&type=chunk)[23](index=23&type=chunk) - The company holds two U.S. patents and five pending U.S. patent applications, including one for its AI platform, with patents expected to expire in 2038[27](index=27&type=chunk) - As of September 30, 2023, Amesite has **12 full-time employees** and **2 consultants**, with a management team that is **57% female** and **29% racially diverse**[42](index=42&type=chunk)[44](index=44&type=chunk) [Overview](index=7&type=section&id=Overview) [Our Strategy](index=7&type=section&id=Our%20Strategy) [Our Proprietary Technology](index=8&type=section&id=Our%20Proprietary%20Technology) [Our Research and Development Programs](index=8&type=section&id=Our%20Research%20and%20Development%20Programs) [Our Intellectual Property](index=9&type=section&id=Our%20Intellectual%20Property) [Competition](index=9&type=section&id=Competition) [Government Regulation and Product Approval](index=10&type=section&id=Government%20Regulation%20and%20Product%20Approval) [Sales and Marketing](index=11&type=section&id=Sales%20and%20Marketing) [Board of Advisors](index=11&type=section&id=Board%20of%20Advisors) [Human Capital Management](index=12&type=section&id=Human%20Capital%20Management) [Corporate Information](index=12&type=section&id=Corporate%20Information) [ITEM 1A. RISK FACTORS](index=13&type=section&id=ITEM%201A.%20RISK%20FACTORS) Amesite faces risks from its short operating history, revenue sustainability, intense competition, key personnel dependence, financial losses, funding needs, operational disruptions, and regulatory compliance - The company has a short operating history and has not generated sustainable revenue since inception, facing substantial risk of failure in commercializing new products and technologies[51](index=51&type=chunk)[52](index=52&type=chunk) - Reliance on customers to drive enrollment and revenue is a key risk, with factors like negative perceptions of online courses, ineffective marketing, and reduced funding potentially impacting business[54](index=54&type=chunk)[55](index=55&type=chunk) - Amesite faces intense competition from OPM firms, LMS technology firms, and learning product aggregators, which could lead to pricing pressures, decreased gross margins, and loss of market share[31](index=31&type=chunk)[57](index=57&type=chunk)[58](index=58&type=chunk) - The company has a history of losses, incurred a net loss of **$(4,153,303)** for the year ended June 30, 2023, and will require substantial additional funding to continue operations and achieve profitability[64](index=64&type=chunk)[65](index=65&type=chunk)[112](index=112&type=chunk) - Security breaches or failures in the company's platform or systems could lead to unauthorized data disclosure, loss of customers, reputational harm, and costly lawsuits[71](index=71&type=chunk)[72](index=72&type=chunk) - As an 'emerging growth company,' Amesite benefits from reduced disclosure requirements, which could make its common stock less attractive to some investors[84](index=84&type=chunk)[85](index=85&type=chunk) [Risks Related to Our Business](index=13&type=section&id=Risks%20Related%20to%20Our%20Business) [Risks Related to Our Financial Condition](index=16&type=section&id=We%20may%20have%20risks%20related%20to%20our%20financial%20condition.) [Risks Related to Managing Growth](index=18&type=section&id=We%20may%20have%20risks%20related%20to%20managing%20any%20growth%20we%20may%20experience.) [Risks Related to Regulatory Requirements](index=19&type=section&id=We%20may%20have%20risks%20related%20to%20regulatory%20requirements.) [Risks Related to Our Common Stock](index=20&type=section&id=Risks%20Related%20to%20Our%20Common%20Stock) [ITEM 1B. UNRESOLVED STAFF COMMENTS](index=24&type=section&id=ITEM%201B.%20UNRESOLVED%20STAFF%20COMMENTS) There are no unresolved staff comments applicable to the company - Not applicable[101](index=101&type=chunk) [ITEM 2. PROPERTIES](index=24&type=section&id=ITEM%202.%20PROPERTIES) Amesite's corporate headquarters are in Detroit, Michigan, and the company operates remotely after terminating its Ann Arbor lease in May 2020 - Corporate headquarters are located at 607 Shelby Street, Suite 700 PMB 214, Detroit, Michigan 48226[101](index=101&type=chunk) - The Ann Arbor Lease for office and laboratory space was terminated in May 2020, and the company now operates remotely[101](index=101&type=chunk) [ITEM 3. LEGAL PROCEEDINGS](index=24&type=section&id=ITEM%203.%20LEGAL%20PROCEEDINGS) Amesite is not currently involved in any legal proceedings expected to have a material adverse effect on its business or financial condition - Management assesses claims and makes provisions for loss if probable and estimable, but currently, there are no material adverse legal proceedings[102](index=102&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=24&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) Mine safety disclosures are not applicable to Amesite Inc - Not applicable[102](index=102&type=chunk) PART II This section covers Amesite Inc.'s common stock market, financial condition, results of operations, and audited financial statements, including disclosures on market risk and internal controls [ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES](index=25&type=section&id=ITEM%205.%20MARKET%20FOR%20REGISTRANT'S%20COMMON%20EQUITY,%20RELATED%20STOCKHOLDER%20MATTERS%20AND%20ISSUER%20PURCHASES%20OF%20EQUITY%20SECURITIES) Amesite's common stock trades on Nasdaq under 'AMST', with approximately 40 stockholders and a $2.55 closing price as of September 21, 2023, and the company has never paid cash dividends, intending to retain earnings for business development - Amesite's common stock trades on the Nasdaq Capital Market under the symbol '**AMST**'[105](index=105&type=chunk) Common Stock Information (September 21, 2023) | Metric | Value | | :---------------------- | :-------- | | Stockholders of Record | ~40 | | Closing Price | $2.55 | - The company has never paid cash dividends and does not anticipate paying any in the foreseeable future, planning to retain all available funds for business development and expansion[106](index=106&type=chunk) - During the year ended June 30, 2023, the company issued **999 options**, **10,417 shares of common stock** for consulting services (valued at **~$61,250**), and warrants to purchase **348,485 shares** in a private placement[107](index=107&type=chunk)[108](index=108&type=chunk) [Market Information](index=25&type=section&id=Market%20Information) [Shareholders](index=25&type=section&id=Shareholders) [Dividends](index=25&type=section&id=Dividends) [Recent Sales of Unregistered Securities](index=25&type=section&id=Recent%20Sales%20of%20Unregistered%20Securities) [ITEM 6. [RESERVED].](index=25&type=section&id=ITEM%206.%20%5BRESERVED%5D.) This item is reserved and contains no information [ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=25&type=section&id=ITEM%207.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Amesite Inc. reported a net loss of $(4,153,303) for FY2023, a significant improvement from the prior year, with revenue increasing to $845,009, and management believes recent financing and expense reductions have alleviated going concern doubts - The company is not currently profitable, reporting a net loss of **$(4,153,303)** for the year ended June 30, 2023, and a cumulative net loss of **$(33,449,021)** since incorporation[112](index=112&type=chunk) - A **1-for-12 reverse stock split** was approved by stockholders and became effective on February 21, 2023[110](index=110&type=chunk)[111](index=111&type=chunk) - Management believes that subsequent financing and strategic expense reduction initiatives have alleviated substantial doubt about the company's ability to continue as a going concern[158](index=158&type=chunk) - Revenue is primarily generated from contractual arrangements with customers for a comprehensive platform of integrated technology and services, recognized ratably over the contract term[118](index=118&type=chunk)[119](index=119&type=chunk) Key Financial Highlights (Year Ended June 30) | Metric | 2023 | 2022 | Change YoY | | :----------------------------------- | :------------ | :------------ | :------------ | | Net Revenue | $845,009 | $697,001 | +21.23% | | General & Administrative Expenses | $2,492,777 | $5,183,863 | -51.90% | | Technology & Content Dev. Expenses | $1,523,547 | $3,059,962 | -50.21% | | Sales & Marketing Expenses | $1,053,193 | $1,509,694 | -30.24% | | Net Loss | $(4,153,303) | $(9,059,923) | -54.16% | Capital Expenditures (Year Ended June 30) | Category | 2023 | 2022 | | :--------------------------------- | :----------- | :----------- | | Capitalized Technology & Content | $368,909 | $599,660 | | Property & Equipment | $27,124 | $16,575 | | Total Capital Asset Additions | $396,033 | $616,235 | Cash Balance and Financing (June 30) | Metric | 2023 | 2022 | | :----------------------------------- | :------------ | :------------ | | Cash Balance | $5.36 million | $7.16 million | | Net Proceeds from Common Stock Issuance | $1.85 million | $3.87 million | [Overview](index=26&type=section&id=Overview) [Basis of Presentation](index=26&type=section&id=Basis%20of%20Presentation) [Critical Accounting Policies and Significant Judgments and Estimates](index=26&type=section&id=Critical%20Accounting%20Policies%20and%20Significant%20Judgments%20and%20Estimates) [Results of Operations](index=28&type=section&id=Results%20of%20Operations) [Capital Expenditures](index=29&type=section&id=Capital%20Expenditures) [Financial Position, Liquidity, and Capital Resources](index=29&type=section&id=Financial%20Position,%20Liquidity,%20and%20Capital%20Resources) [Off-Balance Sheet Arrangements](index=30&type=section&id=Off-Balance%20Sheet%20Arrangements) [ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK](index=30&type=section&id=ITEM%207A.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) Amesite Inc. is exempt from market risk disclosures as it qualifies as a 'smaller reporting company' - The company is not required to provide market risk disclosures as it is a '**smaller reporting company**'[136](index=136&type=chunk) [ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA](index=31&type=section&id=ITEM%208.%20FINANCIAL%20STATEMENTS%20AND%20SUPPLEMENTARY%20DATA) This section presents Amesite Inc.'s audited financial statements for FY2023 and FY2022, prepared under GAAP, with notes detailing accounting policies and the alleviation of prior-year going concern doubts - The financial statements for the years ended June 30, 2023, and 2022, have been audited and prepared in accordance with GAAP[140](index=140&type=chunk)[159](index=159&type=chunk) - Management believes that subsequent financing and strategic expense reduction initiatives have alleviated substantial doubt about the company's ability to continue as a going concern, which was disclosed in the prior year's financial statements[157](index=157&type=chunk)[158](index=158&type=chunk) Balance Sheet Summary (June 30) | Asset/Liability/Equity | 2023 | 2022 | | :--------------------------- | :------------ | :------------ | | Total Current Assets | $5,482,340 | $7,729,996 | | Total Noncurrent Assets | $867,412 | $1,153,864 | | Total Assets | $6,349,752 | $8,883,860 | | Total Current Liabilities | $265,327 | $748,108 | | Total Stockholders' Equity | $6,084,425 | $8,135,752 | Statements of Operations Summary (Year Ended June 30) | Item | 2023 | 2022 | | :--------------------------- | :------------ | :------------ | | Net Revenue | $845,009 | $697,001 | | Total Operating Expenses | $5,069,517 | $9,753,519 | | Loss from Operations | $(4,224,508) | $(9,056,518) | | Net Loss | $(4,153,303) | $(9,059,923) | | Basic and Diluted Loss per Share | $(1.68) | $(4.67) | Statements of Cash Flows Summary (Year Ended June 30) | Activity | 2023 | 2022 | | :---------------------------------------- | :-------------- | :-------------- | | Net cash (used) in operating activities | $(3,249,176) | $(6,715,652) | | Net cash (used) in investing activities | $(396,033) | $(711,622) | | Net cash provided by financing activity | $1,850,503 | $3,869,550 | | Net decrease in cash and cash equivalents | $(1,794,706) | $(3,557,724) | | Cash and cash equivalents, end of year | $5,360,661 | $7,155,367 | Revenue by Customer Type (Year Ended June 30) | Customer Type | 2023 | 2022 | | :------------ | :---------- | :---------- | | Enterprise | $513,969 | $579,664 | | University | $331,040 | $97,337 | | K-12 | $0 | $20,000 | | Total | $845,009 | $697,001 | [Report of Independent Registered Public Accounting Firm (PCAOB ID No. 76)](index=32&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm%20(PCAOB%20ID%20No.%2076)) [REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PCAOB ID No. 34)](index=33&type=section&id=REPORT%20OF%20INDEPENDENT%20REGISTERED%20PUBLIC%20ACCOUNTING%20FIRM%20(PCAOB%20ID%20No.%2034)) [Balance Sheets](index=34&type=section&id=Balance%20Sheets) [Statements of Operations](index=35&type=section&id=Statements%20of%20Operations) [Statements of Changes in Stockholders' Equity](index=36&type=section&id=Statements%20of%20Changes%20in%20Stockholders%27%20Equity) [Statements of Cash Flows](index=37&type=section&id=Statements%20of%20Cash%20Flows) [Notes to Financial Statements](index=38&type=section&id=Notes%20to%20Financial%20Statements) [ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE](index=49&type=section&id=ITEM%209.%20CHANGES%20IN%20AND%20DISAGREEMENTS%20WITH%20ACCOUNTANTS%20ON%20ACCOUNTING%20AND%20FINANCIAL%20DISCLOSURE) There have been no changes in or disagreements with accountants on accounting and financial disclosure - None[220](index=220&type=chunk) [ITEM 9A. CONTROLS AND PROCEDURES](index=49&type=section&id=ITEM%209A.%20CONTROLS%20AND%20PROCEDURES) Amesite's management concluded that disclosure controls and internal control over financial reporting were effective as of June 30, 2023, having remediated prior material weaknesses - Disclosure controls and procedures were evaluated and deemed effective as of June 30, 2023[222](index=222&type=chunk) - Management concluded that internal control over financial reporting was effective as of June 30, 2023[225](index=225&type=chunk) - Previously reported material weaknesses in risk assessment, control activities, and monitoring activities have been adequately addressed and remediated[225](index=225&type=chunk) [Evaluation of Disclosure Controls and Procedures](index=49&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) [Management's Annual Report on Internal Control over Financial Reporting](index=49&type=section&id=Management%27s%20Annual%20Report%20on%20Internal%20Control%20over%20Financial%20Reporting) [ITEM 9B. OTHER INFORMATION.](index=49&type=section&id=ITEM%209B.%20OTHER%20INFORMATION.) There is no other information to report under this item - None[226](index=226&type=chunk) [ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.](index=49&type=section&id=ITEM%209C.%20DISCLOSURE%20REGARDING%20FOREIGN%20JURISDICTIONS%20THAT%20PREVENT%20INSPECTIONS.) This disclosure item is not applicable to Amesite Inc - Not applicable[227](index=227&type=chunk) PART III This section incorporates by reference information on directors, executive compensation, security ownership, related transactions, and principal accountant fees from the company's Proxy Statement [ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE](index=51&type=section&id=ITEM%2010.%20DIRECTORS,%20EXECUTIVE%20OFFICERS%20AND%20CORPORATE%20GOVERNANCE) Information on directors, executive officers, and corporate governance is incorporated by reference from the 2023 Proxy Statement - Information is incorporated by reference from the definitive Proxy Statement for the 2023 Annual Meeting of Stockholders[228](index=228&type=chunk) [ITEM 11. EXECUTIVE COMPENSATION](index=51&type=section&id=ITEM%2011.%20EXECUTIVE%20COMPENSATION) Executive compensation details are incorporated by reference from the company's definitive Proxy Statement - Information is incorporated by reference from the definitive Proxy Statement[229](index=229&type=chunk) [ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.](index=51&type=section&id=ITEM%2012.%20SECURITY%20OWNERSHIP%20OF%20CERTAIN%20BENEFICIAL%20OWNERS%20AND%20MANAGEMENT%20AND%20RELATED%20STOCKHOLDER%20MATTERS.) Security ownership information for beneficial owners and management is incorporated by reference from the definitive Proxy Statement - Information is incorporated by reference from the definitive Proxy Statement[229](index=229&type=chunk) [ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.](index=51&type=section&id=ITEM%2013.%20CERTAIN%20RELATIONSHIPS%20AND%20RELATED%20TRANSACTIONS,%20AND%20DIRECTOR%20INDEPENDENCE.) Details on certain relationships, related transactions, and director independence are incorporated by reference from the definitive Proxy Statement - Information is incorporated by reference from the definitive Proxy Statement[229](index=229&type=chunk) [ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.](index=51&type=section&id=ITEM%2014.%20PRINCIPAL%20ACCOUNTANT%20FEES%20AND%20SERVICES.) Information regarding principal accountant fees and services is incorporated by reference from the definitive Proxy Statement - Information is incorporated by reference from the definitive Proxy Statement[229](index=229&type=chunk) PART IV This section details the exhibits and financial statement schedules filed with the report, along with a statement on the Form 10-K summary's applicability [ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES](index=51&type=section&id=ITEM%2015.%20EXHIBITS%20AND%20FINANCIAL%20STATEMENT%20SCHEDULES) This section lists the filed financial statements and a comprehensive array of exhibits, including corporate governance documents, equity plans, and various agreements - The report includes audited financial statements: Balance Sheets, Statements of Operations, Statements of Changes in Stockholders' Equity, Statements of Cash Flows, and Notes to Financial Statements[231](index=231&type=chunk) - All financial statement schedules have been omitted as they are not applicable, not required, or the information is presented within the financial statements or notes[231](index=231&type=chunk) - A comprehensive list of exhibits is provided, including merger agreements, certificates of incorporation, bylaws, equity incentive plans, employment agreements, and various other contracts and certifications[233](index=233&type=chunk)[234](index=234&type=chunk)[235](index=235&type=chunk) [ITEM 16. FORM 10-K SUMMARY](index=54&type=section&id=ITEM%2016.%20FORM%2010-K%20SUMMARY) This item is not applicable to the company - Not applicable[237](index=237&type=chunk) SIGNATURES The report is duly signed by Amesite Inc.'s authorized officers and directors, including the CEO, CFO, and Board members, as of October 6, 2023 - The report is signed by Ann Marie Sastry, Ph.D. (CEO, President, and Chairman), Sherlyn W. Farrell (CFO), and other Directors[240](index=240&type=chunk) - All signatures are dated October 6, 2023[239](index=239&type=chunk)[240](index=240&type=chunk)

PART I – FINANCIAL INFORMATION [Financial Statements](index=5&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) The company presents unaudited condensed financial statements as of March 31, 2023, reporting a reduced net loss and decreased total assets primarily due to cash used in operations [Condensed Balance Sheets](index=7&type=section&id=Condensed%20Balance%20Sheets) Total assets decreased to **$7.27 million** as of March 31, 2023, from **$8.88 million** at June 30, 2022, driven by reduced cash and cash equivalents Condensed Balance Sheet Highlights (unaudited) | Account | March 31, 2023 ($) | June 30, 2022 ($) | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $6,128,610 | $7,155,367 | | Total current assets | $6,346,356 | $7,729,996 | | Total assets | $7,268,354 | $8,883,860 | | **Liabilities & Equity** | | | | Total current liabilities | $311,171 | $748,108 | | Total stockholders' equity | $6,957,183 | $8,135,752 | | Total liabilities and stockholders' equity | $7,268,354 | $8,883,860 | [Condensed Statements of Operations](index=8&type=section&id=Condensed%20Statements%20of%20Operations) Net revenue for the nine months ended March 31, 2023, was **$722,010**, with a net loss of **$3.2 million**, reflecting significant reductions in operating expenses and net loss due to cost-cutting Statement of Operations Summary (unaudited) | Metric | Three Months Ended Mar 31, 2023 ($) | Three Months Ended Mar 31, 2022 ($) | Nine Months Ended Mar 31, 2023 ($) | Nine Months Ended Mar 31, 2022 ($) | | :--- | :--- | :--- | :--- | :--- | | Net Revenue | $204,589 | $209,518 | $722,010 | $539,383 | | Total Operating Expenses | $1,150,067 | $2,421,788 | $3,961,738 | $7,457,922 | | Loss from Operations | ($945,478) | ($2,212,270) | ($3,239,728) | ($6,918,539) | | Net Loss | ($927,997) | ($2,216,112) | ($3,204,819) | ($6,916,507) | | Basic and Diluted Loss Per Share | ($0.37) | ($1.12) | ($1.31) | ($3.80) | [Condensed Statements of Cash Flows](index=10&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) Net cash used in operating activities for the nine months ended March 31, 2023, improved to **$2.58 million**, with cash and cash equivalents decreasing by **$1.03 million** to end at **$6.13 million** Cash Flow Summary for Nine Months Ended March 31 (unaudited) | Cash Flow Activity | 2023 ($) | 2022 ($) | | :--- | :--- | :--- | | Net cash used in operating activities | ($2,583,495) | ($5,088,820) | | Net cash used in investing activities | ($293,763) | ($588,390) | | Net cash from financing activities | $1,850,501 | $3,869,550 | | Net (decrease) in cash | ($1,026,757) | ($1,807,660) | | Cash and cash equivalents, end of period | $6,128,610 | $8,905,431 | [Notes to Condensed Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Financial%20Statements) Notes detail the company's AI-driven platform business, key accounting policies including revenue recognition and software capitalization, and significant customer concentration - The company is an artificial intelligence-driven platform and course designer for businesses, universities, and K-12 schools[20](index=20&type=chunk) - Revenue is primarily derived from annual licensing arrangements and is recognized ratably over the contract term. For the nine months ended March 31, 2023, three customers accounted for about **70%** of total revenue, with one customer representing **34%**[36](index=36&type=chunk)[38](index=38&type=chunk) - The company capitalizes costs for internal-use software development and amortizes them over three years. Amortization expense for the nine months ended March 31, 2023, was approximately **$507,000**[34](index=34&type=chunk) - As of March 31, 2023, the company had approximately **$30.8 million** of net operating loss carryforwards available to reduce future income taxes[57](index=57&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=18&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses the significant reduction in net loss due to cost-saving measures, revenue growth driven by contract renewals, and the company's sufficient cash position for future operations [Results of Operations](index=21&type=section&id=Results%20of%20Operations) Revenue for the nine months ended March 31, 2023, increased to **$722,010**, while operating expenses significantly decreased across all categories, leading to a substantially lower net loss of **$3.2 million** Revenue Comparison (unaudited) | Period | Revenue ($) | Prior Period Revenue ($) | Change (%) | | :--- | :--- | :--- | :--- | | Three Months Ended Mar 31, 2023 | $204,589 | $209,518 | -2.3% | | Nine Months Ended Mar 31, 2023 | $722,010 | $539,383 | +33.9% | Operating Expense Comparison - Nine Months Ended March 31 (unaudited) | Expense Category | 2023 ($) | 2022 ($) | Change (%) | | :--- | :--- | :--- | :--- | | General and Administrative | $1,945,796 | $3,926,901 | -50.4% | | Technology and Content Development | $1,191,273 | $2,377,077 | -49.9% | | Sales and Marketing | $824,669 | $1,153,944 | -28.5% | - The decrease in operating expenses is primarily due to deliberate cost reductions, including lower headcount, as certain platform features are now complete and require less staffing to maintain[78](index=78&type=chunk)[80](index=80&type=chunk) - Net loss for the nine months ended March 31, 2023, was **$3.2 million**, a significant improvement from the **$6.9 million** net loss in the same period of 2022, due to cost savings and more efficient operations[83](index=83&type=chunk) [Financial Position, Liquidity, and Capital Resources](index=23&type=section&id=Financial%20Position%2C%20Liquidity%2C%20and%20Capital%20Resources) The company's cash balance was **$6.1 million** as of March 31, 2023, with management believing it has sufficient liquidity for the next twelve months, alleviating going concern doubts - The company's cash balance was **$6.1 million** as of March 31, 2023[88](index=88&type=chunk) - In September 2022, the company closed a public offering of common stock and a private placement of warrants, receiving approximately **$1.85 million** in net proceeds[88](index=88&type=chunk) - Management believes it has sufficient cash to maintain planned operations for the next twelve months following the issuance of the financial statements[89](index=89&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=24&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) As a smaller reporting company, the company is exempt from providing quantitative and qualitative disclosures about market risk - The Company is not required to provide the information required by this Item as it is a "smaller reporting company"[91](index=91&type=chunk) [Controls and Procedures](index=24&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls and procedures were effective as of March 31, 2023, following remediation efforts for previously identified material weaknesses - Management concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[91](index=91&type=chunk) - The company has taken steps to remediate previously identified material weaknesses, including a full risk assessment using the COSO framework, enhancing control activities, and implementing monitoring processes[92](index=92&type=chunk) PART II – OTHER INFORMATION [Legal Proceedings](index=25&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company reported no legal proceedings during the period - None[93](index=93&type=chunk) [Risk Factors](index=25&type=section&id=ITEM%201A.%20RISK%20FACTORS) The company addresses its history of net losses, concluding that recent financing has alleviated substantial doubt about its ability to continue as a going concern - The company previously had substantial doubt about its ability to continue as a going concern due to a history of net losses[94](index=94&type=chunk) - After completing a public offering in September 2022 with net proceeds of **$1.85 million**, management has concluded that the current conditions no longer raise substantial doubt about its ability to continue as a going concern[95](index=95&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=25&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECU RITIES%20AND%20USE%20OF%20PROCEEDS) The company reported no unregistered sales of equity securities or use of proceeds during the period - None[95](index=95&type=chunk) [Exhibits](index=26&type=section&id=ITEM%206.%20EXHIBITS) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and Inline XBRL documents - Key exhibits filed include certifications by the Chief Executive Officer and Chief Financial Officer pursuant to the Sarbanes-Oxley Act of 2002[97](index=97&type=chunk)

As filed with the Securities and Exchange Commission on May 12, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AMESITE INC. (Exact name of registrant as specified in its charter) Delaware 7372 82-3431718 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) 607 Shelby Street Suite 700 PMB 21 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AMESITE INC. (Exact name of registrant as specified in its charter) Delaware 7372 82-3431718 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Identification Number) 607 Shelby Street Suite 700 PMB 214 Detroit, MI (734) 876-8130 (Address, including zip code, and teleph ...