Amesite Inc

DEF 14A 1 ea0205463-def14a_amesiteinc.htm DEFINITIVE PROXY STATEMENT

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No.__)

Filed by the Registrant☒

Filed by a party other than the Registrant☐

Check the appropriate box:

Amesite Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

607 Shelby Street, Suite 700 PMB 214

Detroit, Michigan 48226

May 15, 2024

NOTICE OF SPECIAL MEETING OF STOCKHOLDERS

To Be Held on June 18, 2024

Dear Stockholder:

We are pleased to invite you to attend the special meeting of stockholders (the “Special Meeting”) of Amesite Inc. (the “Company”), which will be held virtually on June 18, 2024 at 10:00 a.m. Eastern Time at www.virtualshareholdermeeting.com/AMST2024SM.

In addition to voting by submitting your proxy prior to the Special Meeting, you also will be able to vote your shares electronically during the Special Meeting. Further details regarding the virtual meeting are included in the accompanying proxy statement. At the Special Meeting, the holders of our outstanding common stock will act on the following matters:

Our board of directors has fixed May 8, 2024 as the record date (the “Record Date”) for the determination of stockholders entitled to notice of, and to vote at, the Special Meeting and at any adjournment or postponement of the meeting.

IF YOU PLAN TO ATTEND:

To be admitted to the Special Meeting, which is being held virtually, you must have your control number available and follow the instructions found on your proxy card or voting instruction form. You may vote during the Special Meeting by following the instructions available on the meeting website during the meeting. Please allow sufficient time before the Special Meeting to complete the online check-in process. Your vote is very important.

If you have any questions or need assistance voting your shares, please call our proxy solicitor, Campaign Management:

Strategic Stockholder Advisor and Proxy Solicitation Agent

15 West 38 th Street, Suite #747, New York, New York 10018

North American Toll-Free Phone:

1-855-246-4705

Email: info@campaign-mgmt.com

Call Collect Outside North America: +1 (212) 632-8422

Whether or not you expect to attend the virtual Special Meeting, we urge you to vote your shares at your earliest convenience. This will ensure the presence of a quorum at the Special Meeting. Promptly voting your shares will save the Company the expenses and extra work of additional solicitation. An addressed envelope for which no postage is required if mailed in the United States is enclosed if you wish to vote by mail. Submitting your proxy now will not prevent you from voting your shares at the Special Meeting if you desire to do so, as your proxy is revocable at your option. Your vote is important, so please act today!

607 Shelby Street, Suite 700 PMB 214

Detroit, Michigan 48226

PROXY STATEMENT FOR THE

SPECIAL MEETING OF STOCKHOLDERS

To be held on June 18, 2024

The board of directors of Amesite Inc. (“Amesite” or the “Company”) is soliciting your proxy to vote at the Special Meeting of Stockholders (the “Special Meeting”) to be held on June 18, 2024, at 10:00 a.m. Eastern Time, in a virtual format online by accessing www.virtualshareholdermeeting.com/AMST2024SM, and at any adjournment thereof.

This proxy statement contains information relating to the Special Meeting.This Special Meeting of stockholders will be held as a virtual meeting. Stockholders attending the virtual meeting will be afforded the same rights and opportunities to participate as they would at an in-person meeting. You will be able to attend and participate in the Special Meeting online via a live webcast by visiting www.virtualshareholdermeeting.com/AMST2024SM. In addition to voting by submitting your proxy prior to the Special Meeting, you also will be able to vote your shares electronically during the Special Meeting.

We intend to begin mailing the attached notice of the Special Meeting and the enclosed proxy card on or about May 15, 2024 to all stockholders of record entitled to vote at the Special Meeting. Only stockholders who owned our common stock on May 8, 2024 are entitled to vote at the Special Meeting.

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