Amesite(AMST) - 2021 Q1 - Quarterly Report

Initial Filing Information This section details the Form 10-Q filing information for Amesite Inc., including its corporate status and shares outstanding Form 10-Q Details This section provides basic filing details for Amesite Inc.'s Form 10-Q, including incorporation, contact, and company filing status - Amesite Inc. filed its Quarterly Report on Form 10-Q for the period ended September 30, 2020[1] - The company is incorporated in Delaware with its principal office in Detroit, MI[2] Company Filing Status | Status | Value | | :-------------------------- | :---- | | Large accelerated filer | ☐ | | Accelerated filer | ☐ | | Non-accelerated filer | ☒ | | Smaller reporting company | ☒ | | Emerging growth company | ☒ | - As of November 13, 2020, there were 20,419,693 shares of common stock issued and outstanding[4] Table of Contents This section outlines the two main parts of the Form 10-Q: Financial Information and Other Information Report Structure Overview The Table of Contents outlines the two main parts of the Form 10-Q: Part I - Financial Information, which includes financial statements, management's discussion and analysis, market risk, and controls, and Part II - Other Information, covering legal proceedings, risk factors, equity sales, and exhibits - The report is divided into two main parts: Part I - Financial Information and Part II - Other Information[4] - Part I includes Financial Statements, Management's Discussion and Analysis, Market Risk, and Controls and Procedures[4] - Part II covers Legal Proceedings, Risk Factors, Unregistered Sales of Equity Securities, Defaults Upon Senior Securities, Mine Safety Disclosures, Other Information, and Exhibits[4] Cautionary Statement Regarding Forward-Looking Statements This statement advises that the report contains forward-looking statements subject to substantial risks and uncertainties, which the company does not undertake to update Forward-Looking Statements Disclaimer This section advises readers that the report contains forward-looking statements based on expectations and assumptions, which involve substantial risks and uncertainties - The report contains forward-looking statements identified by terms like 'may,' 'should,' 'expects,' 'intends,' 'plans,' 'anticipates,' 'believes,' 'estimates,' 'predicts,' 'potential,' 'continue'[5] - Key risks and uncertainties include the AI platform's ability to deliver courses, the online machine learning platform's revenue potential, ability to obtain additional funds, intellectual property protection, reliance on third parties, attracting and retaining personnel, financial performance, and regulatory impacts[5] - The company does not plan to update or revise forward-looking statements to reflect actual results or changes in circumstances, except as required by law[5] PART I - FINANCIAL INFORMATION This part presents the unaudited condensed financial statements and management's discussion and analysis for the company ITEM 1. FINANCIAL STATEMENTS This section presents the unaudited condensed financial statements of Amesite Inc. for the period ended September 30, 2020, including the balance sheets, statements of operations, stockholders' equity, cash flows, and comprehensive notes detailing accounting policies, business nature, and specific financial activities - The financial statements are condensed and unaudited, prepared in accordance with GAAP and SEC requirements[7][23][24] - The company's fiscal year ends on June 30[23] Condensed Financial Statements (Internal ToC) This section lists the specific unaudited condensed financial statements included in the report - The financial statements include Condensed Balance Sheets, Statements of Operations, Statements of Stockholders' Equity, Statements of Cash Flows, and Notes to Condensed Financial Statements[8] Condensed Balance Sheets (unaudited) This section presents the unaudited condensed balance sheets, highlighting key asset, liability, and equity figures Condensed Balance Sheet Highlights | Metric | September 30, 2020 ($) | June 30, 2020 ($) | | :-------------------------- | :--------------------- | :---------------- | | Total Assets | $18,160,964 | $5,704,673 | | Total Current Liabilities | $1,599,328 | $2,704,777 | | Total Stockholders' Equity | $16,561,636 | $2,999,896 | | Cash and Cash Equivalents | $16,355,165 | $4,093,874 | | Accounts Receivable | $276,750 | $61,120 | | Deferred Revenue | $842,021 | $380,000 | - Total assets significantly increased from $5.7 million to $18.1 million, primarily driven by a substantial increase in cash and cash equivalents[10] - Total current liabilities decreased, largely due to the conversion of notes payable to common stock[11] Condensed Statements of Operations (unaudited) This section provides the unaudited condensed statements of operations, detailing revenue, expenses, and net loss for the period Condensed Statements of Operations Highlights (Three Months Ended September 30) | Metric | 2020 ($) | 2019 ($) | | :-------------------------- | :------------ | :---------- | | Net Revenue | $110,109 | $7,700 | | Total Operating Expenses | $1,582,555 | $963,164 | | Interest Expense | $(3,613,831) | $(80) | | Net Loss | $(5,086,264) | $(953,097) | | Basic Loss per Share | $(0.31) | $(0.07) | - Net revenue saw a significant increase from $7,700 in 2019 to $110,109 in 2020[13] - Net loss substantially widened from $(953,097) in 2019 to $(5,086,264) in 2020, primarily due to a large increase in interest expense related to the conversion of notes payable[13][107][108] Condensed Statements of Stockholders' Equity (unaudited) This section presents the unaudited condensed statements of stockholders' equity, showing changes in equity components Condensed Statements of Stockholders' Equity Highlights | Metric | September 30, 2020 ($) | July 1, 2020 ($) | | :-------------------------- | :--------------------- | :--------------- | | Total Stockholders' Equity | $16,561,636 | $2,999,896 | | Additional Paid-In Capital | $30,276,705 | $11,629,114 | | Accumulated Deficit | $(13,717,065) | $(8,630,801) | - Total stockholders' equity increased significantly from $2.9 million to $16.5 million, driven by the issuance of common stock and conversion of notes payable[15] - The accumulated deficit increased due to the net loss incurred during the period[15] Condensed Statements of Cash Flows (unaudited) This section provides the unaudited condensed statements of cash flows, categorizing cash movements from operating, investing, and financing activities Condensed Statements of Cash Flows Highlights (Three Months Ended September 30) | Cash Flow Activity | 2020 ($) | 2019 ($) | | :-------------------------- | :------------ | :---------- | | Net cash used in operating activities | $(312,890) | $(771,989) | | Net cash used in investing activities | $(222,049) | $(252,838) | | Net cash from financing activities | $12,796,230 | $2,093,679 | | Net Increase in Cash | $12,261,291 | $1,068,852 | | Cash and Cash Equivalents - End of period | $16,355,165 | $2,077,754 | - Net cash used in operating activities decreased significantly from $(771,989) in 2019 to $(312,890) in 2020[16] - A substantial net increase in cash and cash equivalents was driven by financing activities, primarily the issuance of common stock[16] - Significant noncash transactions included the conversion of convertible notes payable (including accrued interest) into $2,255,745 of common stock[16] Notes to Condensed Financial Statements This section provides detailed explanations of the company's accounting policies and specific financial activities Note 1 - Nature of Business This note describes Amesite Inc.'s business as an AI-driven online learning platform and its recent corporate events - Amesite Inc. was incorporated in November 2017 and operates as an artificial intelligence-driven platform and course designer, providing customized online products for businesses, universities, colleges, and K-12 schools[19] - On September 18, 2020, the company completed a reorganizational merger, changing its name from 'Amesite Operating Company' to 'Amesite Inc.'[20] - The company completed an initial public offering on September 29, 2020, raising approximately $12.8 million in net proceeds, which are deemed sufficient for operating capital and eliminate substantial doubt about its ability to continue as a going concern[22] Note 2 - Significant Accounting Policies This note outlines the key accounting principles and methods used in preparing the financial statements Basis of Presentation This sub-note details the framework and standards used for preparing the condensed financial statements - The condensed financial statements are prepared in accordance with GAAP and SEC requirements, with a fiscal year ending June 30[23] - Interim results are not necessarily indicative of full-year results, and certain disclosures have been condensed or omitted per SEC rules[24][25] Use of Estimates This sub-note explains management's reliance on estimates and assumptions in financial reporting - Financial statement preparation requires management to make estimates and assumptions affecting reported amounts, and actual results may differ[27] Fair Value Measurements This sub-note describes the hierarchy and methods used for fair value measurements of financial instruments - Fair value measurements are categorized into a three-level hierarchy: Level 1 (quoted prices in active markets), Level 2 (observable inputs other than quoted prices), and Level 3 (unobservable inputs based on management's estimates)[28][29][30][31] Cash and Cash Equivalents This sub-note defines what the company considers cash equivalents and details bank deposit insurance - The company considers all investments with an original maturity of three months or less to be cash equivalents[33] - FDIC-insured bank deposits totaled $500,000 as of September 30, 2020[33] Property and Equipment This sub-note explains the accounting treatment for property and equipment, including depreciation methods and useful lives - Property and equipment are recorded at cost and depreciated using the straight-line method over their estimated useful lives[34] Depreciable Life of Property and Equipment | Asset Category | Depreciable Life (Years) | | :---------------------------- | :-------------------------------------------- | | Leasehold improvements | Shorter of estimated lease term or 10 years | | Furniture and fixtures | 7 years | | Computer equipment and software | 5 years | Capitalized Software Costs This sub-note details the capitalization and amortization policies for internally developed software - Significant costs incurred in developing internal-use software are capitalized and amortized over an expected useful life of three years[36] Capitalized Software Amortization Expense | Period (Three Months Ended Sep 30) | Amortization Expense ($) | | :--------------------------------- | :----------------------- | | 2020 | ~$158,000 | | 2019 | ~$91,000 | Revenue Recognition This sub-note outlines the company's policies for recognizing revenue from its AI-driven platform and services - Revenue is primarily generated from contractual arrangements with businesses, colleges, universities, and K-12 schools for an AI-driven platform and technology-enabled services[37] - Contracts typically have two to five-year terms with a single performance obligation, satisfied ratably over the contract term as benefits are consumed[38] - Fixed fees, such as annual license and maintenance charges, are recognized ratably over the service period[40] Revenue by Customer Type (Three Months Ended September 30) | Customer Type | 2020 ($) | 2019 ($) | | :------------ | :-------- | :------- | | Enterprise | $107,609 | $- | | K12 | $2,500 | $- | | University | $- | $7,700 | | Total | $110,109 | $7,700 | Changes in Contract Liabilities (Deferred Revenue) (Three Months Ended September 30) | Metric | 2020 ($) | 2019 ($) | | :------------------------------------------------------------------ | :-------- | :------- | | Opening balance | $380,000 | $- | | Billings | $572,130 | $- | | Less revenue recognized from continuing operations (net of returns) | $(110,109) | $- | | Closing balance | $842,021 | $- | Technology and Content Development This sub-note describes the accounting treatment for expenditures related to technology and content development - Expenditures primarily include personnel, contracted services for platform maintenance, hosting, licensing, and amortization of capitalized software costs, all expensed as incurred[48] Stock-Based Payments This sub-note explains the accounting for equity instruments exchanged for employee and nonemployee services - The cost of employee and nonemployee services exchanged for equity instruments is measured at fair value at the grant date and recognized over the service period[49] Income Taxes This sub-note details the company's approach to interim income tax provision and deferred tax assets - Interim income tax provision is calculated using an estimated annual effective tax rate[50] - Deferred tax assets are reduced by a valuation allowance if their realization is not more likely than not[51] Net Loss per Share This sub-note describes the calculation of basic and diluted net loss per share - Basic net loss per share is calculated by dividing net loss by the weighted average common shares outstanding[52] - Potentially dilutive securities (options and warrants) are excluded from diluted loss per share calculations when their effect would be anti-dilutive due to net losses[52] Risks and Uncertainties This sub-note highlights the significant financial, operational, and technological risks faced by the early-stage company, including COVID-19 impacts - The company operates in a rapidly changing industry and faces significant financial, operational, and technological risks as an early-stage company[53] - The COVID-19 pandemic's impact on operations, cash flows, and financial condition cannot be reasonably estimated, though management believes current operations have not been significantly impacted[54] Note 3 - Stock-Based Compensation This note details the company's equity incentive plan and the accounting for stock-based awards - The company's Equity Incentive Plan allows for grants of stock options, restricted stock, and restricted stock units to align interests with stockholders[55] - Fair value of option awards is estimated using a Black-Scholes Model, with assumptions including expected term, risk-free interest rate, expected volatility, and zero dividend yield[58][59] Stock Option Activity (Three Months Ended September 30, 2020) | Options | Number of Shares | Weighted Average Exercise Price ($) | | :-------------------------- | :--------------- | :---------------------------------- | | Outstanding at July 1, 2020 | 2,962,833 | $1.82 | | Granted | 65,000 | $2.00 | | Terminated | (14,000) | $2.00 | | Outstanding at Sep 30, 2020 | 3,013,833 | $1.82 | Stock Compensation Expense (Three Months Ended September 30) | Period | Expense ($) | | :----- | :---------- | | 2020 | $212,413 | | 2019 | $179,870 | - As of September 30, 2020, approximately $1,339,000 of unrecognized compensation cost related to nonvested options is expected to be recognized through April 2025[61] Note 4 - Income Taxes This note explains the company's income tax position, including net operating loss carryforwards and valuation allowances - The company has not recognized an income tax benefit due to not generating taxable income or liabilities since inception[63] - Approximately $11,808,000 of net operating loss carryforwards are available, with a full valuation allowance recorded due to uncertainty of realization[64] Note 5 - Common Stock This note details common stock activities, including the IPO, warrant issuances, and convertible note conversions - On September 29, 2020, the company completed an IPO, issuing 3,000,000 shares at $5.00 per share, generating approximately $12.8 million in net proceeds[65] - Warrants to purchase up to 150,000 shares were issued to the underwriter with an exercise price of $6.00 and a five-year term, valued at approximately $249,000 using the Black-Scholes Model[65][66] - Outstanding convertible notes payable were converted into 1,127,872 shares of common stock in connection with the IPO[67] - 126,532 warrants previously issued to nonemployees were cancelled, with 6,665 replaced and vested, resulting in $15,000 of additional warrant expense[68] Note 6 - Convertible Notes Payable This note describes the convertible notes payable, their conversion terms, and the related accounting impact - In April and May 2020, the company issued unsecured, convertible notes payable totaling $2,182,500, bearing 8% interest and maturing in one year[69][70] - The notes were subject to automatic conversion into common stock upon a qualified equity financing or change of control, at the lesser of $2.00 or 75% of the offering price[70] - In connection with the IPO, the notes (totaling $2,255,815 including interest) were converted into 1,127,872 shares at $2.00 per share, resulting in a $3,383,546 expense due to the discount provided to note holders[72] - Remaining unamortized debt issuance costs of $182,900 were fully amortized and included in interest expense upon IPO completion[72] Note 7 – Subsequent Events This note discloses significant events that occurred after the balance sheet date - On October 19, 2020, the company entered agreements with two consulting firms for investor relations services, compensating them with monthly cash payments and common stock (36,000 and 24,000 shares, respectively) until March 4, 2021[73] - On November 5, 2020, another agreement was made with a consulting firm for investor relations, involving monthly cash and 9,709 shares of common stock, expiring November 5, 2021[74] ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This section provides management's perspective on the company's financial condition, results of operations, and liquidity for the three months ended September 30, 2020, compared to the prior year - The discussion analyzes financial condition and results for the three months ended September 30, 2020 and 2019[76][79] - The company is an AI-driven platform and course designer for businesses, universities, and K-12 schools, focused on improving online learning experiences[77] - The company is not currently profitable and faces risks including the need for additional funding[78][110] Overview This section provides a general description of Amesite Inc.'s business and its online learning platform - Amesite Inc. was incorporated in November 2017 and provides customized, high-performance, and scalable online learning products using AI and machine learning[77] - The company serves businesses, universities, colleges, and K-12 schools, aiming to enhance learner experience and outcomes[77] Reorganization This section details the corporate reorganizational merger completed by Amesite Inc. in September 2020 - On September 18, 2020, Amesite Inc. completed a reorganizational merger, with Amesite Operating Company becoming the surviving entity and changing its name to Amesite Inc.[80] - All common stock, options, and warrants of the former parent corporation were converted on a one-for-one basis into the surviving entity's equivalents[81] Basis of Presentation This section reiterates the accounting standards and requirements used for financial statement preparation - The financial statements are prepared in accordance with U.S. GAAP and SEC requirements[83] Critical Accounting Policies and Significant Judgments and Estimates This section discusses the key accounting policies requiring significant management judgment and estimates Internally-Developed Capitalized Software This sub-section explains the capitalization and amortization of costs for internal-use software development - Costs related to internal-use software development are capitalized during the application development stage and amortized over an estimated useful life of three years[85] - Judgment is required to determine when a project reaches the application development stage and the proportion of time spent in this stage[85] Stock-Based Compensation This sub-section details the valuation and accounting for stock-based awards - Stock-based awards (options, restricted stock units, warrants) are measured at fair value using the Black-Scholes option pricing model[86] - Expected volatility is based on historical volatilities of peer companies' common stock[86] Revenue Recognition This sub-section elaborates on the company's revenue recognition policies for its licensing and service arrangements - Revenue is derived from annual licensing arrangements, including maintenance, setup, and variable course development fees, with contracts typically 2-5 years[89] - Performance obligations are satisfied ratably over the contract term as customers receive and consume benefits[89][91] - Contract liabilities (deferred revenue) represent amounts billed or received in excess of recognized revenue, recorded until services are delivered[95][96] Changes in Contract Liabilities (Deferred Revenue) (Three Months Ended September 30) | Metric | 2020 ($) | 2019 ($) | | :------------------------------------------------------------------ | :-------- | :------- | | Opening balance | $380,000 | $- | | Billings | $572,130 | $- | | Less revenue recognized from continuing operations (net of returns) | $(110,109) | $- | | Closing balance | $842,021 | $- | Results of Operations This section provides a comparative analysis of the company's financial performance for the periods presented Revenue This sub-section analyzes the company's net revenue performance for the reporting period Net Revenue (Three Months Ended September 30) | Period | Net Revenue ($) | | :----- | :-------------- | | 2020 | $110,109 | | 2019 | $7,700 | - Revenue increased significantly from $7,700 in 2019 to $110,109 in 2020[99] Operating Expenses This sub-section details the changes and drivers of the company's various operating expenses General and Administrative This sub-note analyzes the changes in general and administrative expenses, including personnel and IPO-related bonuses General and Administrative Expenses (Three Months Ended September 30) | Period | Expense ($) | | :----- | :---------- | | 2020 | $862,908 | | 2019 | $526,389 | - General and administrative expenses increased by $336,519, primarily due to bonuses awarded to the CEO ($200,000) and CFO ($50,000) related to the IPO, and personnel hires[100] Technology and Content Development This sub-note discusses the trends in technology and content development expenses, including contract services and software amortization Technology and Content Development Expenses (Three Months Ended September 30) | Period | Expense ($) | | :----- | :---------- | | 2020 | $467,763 | | 2019 | $261,686 | - Expenses increased by $206,077, mainly due to increased contract services for technology platform development and a $67,000 increase in amortization of capitalized software costs[102] Sales and Marketing This sub-note examines the changes in sales and marketing expenses, driven by personnel and advertising costs Sales and Marketing Expenses (Three Months Ended September 30) | Period | Expense ($) | | :----- | :---------- | | 2020 | $251,884 | | 2019 | $175,089 | - Expenses increased by $76,795, primarily due to higher personnel and personnel-related costs ($20,044) and increased contracted services for search engine, social media, and advertising[105] Interest Income This sub-section reports on the company's interest income for the period Interest Income (Three Months Ended September 30) | Period | Interest Income ($) | | :----- | :------------------ | | 2020 | $13 | | 2019 | $2,447 | - Interest income decreased significantly from $2,447 in 2019 to $13 in 2020[106] Interest Expense This sub-section analyzes the significant increase in interest expense, primarily due to convertible note conversion Interest Expense (Three Months Ended September 30) | Period | Interest Expense ($) | | :----- | :------------------- | | 2020 | $3,613,831 | | 2019 | $80 | - Interest expense dramatically increased to $3,613,831 in 2020 from $80 in 2019[106] - This increase was primarily due to a $3,383,546 expense recognized from the discount provided to convertible note holders upon conversion during the IPO, and the full amortization of $182,900 in unamortized debt issuance costs[107] Net Loss This sub-section summarizes the overall net loss and its contributing factors for the period Net Loss (Three Months Ended September 30) | Period | Net Loss ($) | | :----- | :----------- | | 2020 | $(5,086,264) | | 2019 | $(953,097) | - The net loss significantly increased due to higher operating expenses and the substantial interest expense incurred in connection with the IPO and convertible note conversion[108] Capital Expenditures This section details the company's investments in capital assets, including technology and equipment Capital Asset Additions (Three Months Ended September 30) | Category | 2020 ($) | 2019 ($) | | :------------------------------------- | :--------- | :--------- | | Total Capital Asset Additions | $222,049 | $252,838 | | Capitalized Technology and Content Dev | $202,076 | $249,360 | | Property and Equipment | $19,343 | $3,478 | - Total capital asset additions decreased slightly, with a shift towards more property and equipment additions in 2020[109] - The company plans to continue capitalizing significant software development costs as it builds out its technology platforms[109] Financial Position, Liquidity, and Capital Resources This section assesses the company's financial health, cash position, and ability to fund future operations - The company is not currently profitable, reporting a net loss of $5,086,264 for the three months ended September 30, 2020[110] - As of September 30, 2020, the cash balance was $16,355,165[110] - The IPO on September 29, 2020, generated approximately $12.8 million in net proceeds, which are believed to be sufficient for anticipated operating and investing needs through June 2022[111][113] - Future funding may be required if the company accelerates its operations or alters strategic growth plans, and such funding may not always be available on acceptable terms[113] Off-Balance Sheet Arrangements This section confirms the absence of any off-balance sheet arrangements - The company did not have any off-balance sheet arrangements during the periods presented or currently[114] Changes in and Disagreements with Accountants on Accounting and Financial Disclosure This section states that there were no changes or disagreements with accountants regarding financial disclosures - There were no changes in or disagreements with accountants on accounting and financial disclosure[114] ITEM 3. QUALITATIVE AND QUANTITATIVE DISCUSSION ABOUT MARKET RISK As a 'smaller reporting company,' Amesite Inc. is not required to provide the information typically required for qualitative and quantitative discussion about market risk - The company is exempt from providing detailed market risk discussion due to its status as a 'smaller reporting company'[115] ITEM 4. CONTROLS AND PROCEDURES Management, including the CEO and CFO, evaluated the effectiveness of the company's disclosure controls and procedures as of September 30, 2020, concluding they were effective - Management concluded that disclosure controls and procedures were effective as of September 30, 2020[116] - No material changes in internal control over financial reporting occurred during the quarter[117] PART II – OTHER INFORMATION This part covers legal proceedings, risk factors, equity sales, and other miscellaneous information ITEM 1. LEGAL PROCEEDINGS This section states that there are no legal proceedings to report for the period - There are no legal proceedings to report[119] ITEM 1A. RISK FACTORS This section indicates that there have been no material changes to the risk factors previously disclosed in the company's Prospectus - No material changes have occurred in the company's risk factors from those previously disclosed in its Prospectus[120] ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS This section details the issuance of unregistered equity securities, specifically 65,000 stock options to employees, and provides information on the use of proceeds from the company's initial public offering (IPO), which generated $12.8 million in net proceeds - 65,000 options to purchase common stock were issued to employees under the 2018 Equity Incentive Plan, exempt from registration under Section 4(a)(2) of the Securities Act[121] - The IPO on September 29, 2020, involved the issuance of 3,000,000 shares at $5.00 per share, yielding $12.8 million in net proceeds after deducting underwriting discounts and offering expenses[121][122] - There has been no material change in the planned use of IPO proceeds from what was described in the final prospectus[123] ITEM 3. DEFAULTS UPON SENIOR SECURITIES This section states that there are no defaults upon senior securities to report - There are no defaults upon senior securities[123] ITEM 4. MINE SAFETY DISCLOSURES This section indicates that mine safety disclosures are not applicable to the company - Mine safety disclosures are not applicable to the company[123] ITEM 5. OTHER INFORMATION This section states that there is no other information to report - There is no other information to report[123] ITEM 6. EXHIBITS This section lists the exhibits filed as part of the Form 10-Q, including organizational documents, certifications, and XBRL-related documents - Exhibits include the Certificate of Incorporation, Bylaws, Certifications of Principal Executive and Financial Officers (31.1 and 32.1), and various XBRL documents[125] - Certifications 31.1 and 32.1 are deemed not filed for purposes of Section 18 of the Exchange Act[125] SIGNATURES This section contains the official signatures for the Form 10-Q report Report Signatures The report is signed on behalf of Amesite Inc. by Ann Marie Sastry, Ph.D., in her capacities as Chief Executive Officer, Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer, dated November 16, 2020 - The report was signed on November 16, 2020[126] - Ann Marie Sastry, Ph.D., signed the report as Chief Executive Officer, Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer[127]