Amesite (AMST) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for January 21, 2025, to be held virtually, with voting on two main proposals: election of two Class I directors and ratification of the independent auditor for FY2025.

• Proxy materials distributed primarily via Internet to reduce costs and environmental impact, with paper copies available upon request.

• Record date for voting eligibility is November 26, 2024, with 2,792,440 shares outstanding, each share entitled to one vote.

Voting matters and shareholder proposals

• Shareholders will vote on the election of J. Michael Losh and Richard Ogawa as Class I directors for a three-year term.

• Ratification of Turner, Stone & Company, L.L.P. as independent registered public accounting firm for FY ending June 30, 2025.

• No other matters are currently scheduled, but proxies may be voted on additional matters at the discretion of the proxy holder.

• Shareholder proposals for the 2026 Annual Meeting must be submitted by July 30, 2025, for inclusion in proxy materials.

Board of directors and corporate governance

• Board consists of seven directors divided into three classes; four are independent as defined by Nasdaq rules.

• Ann Marie Sastry, Ph.D. serves as CEO, President, and Chairman, with board leadership structure reviewed periodically.

• Board committees include Audit, Compensation, and Corporate Governance/Nominating, each with defined charters and independent membership.

• Board diversity matrix provided, with directors from varied backgrounds and experiences.

• Code of business conduct and ethics and corporate governance guidelines are in place and publicly available.