Form 4: Amesite Director Gilbert S. Omenn Receives Deferred Stock Units as Compensation

Amesite Inc. Director Gilbert S. Omenn was granted 4,461 Restricted Stock Units as deferred compensation for his board services, convertible to common stock or cash upon service completion or change in control.

Summary

• Gilbert S. Omenn, a Director of Amesite Inc. (AMST), was reported as the reporting person.
• On June 30, 2025, Mr. Omenn was granted 4,461 Restricted Stock Units (RSUs).
• These RSUs were issued as "deferred stock units" in lieu of cash compensation earned for services as a director.
• The number of deferred stock units received was calculated based on the closing share price on the last day of the quarter.
• Each RSU represents a contingent right to receive one share of AMST common stock and/or the cash equivalent of such share.
• The deferred stock units or cash equivalent will be issued to Mr. Omenn upon completion of his service as a member of the board of directors or, if earlier, a change in control.
• Following this reported transaction, Mr. Omenn beneficially owns 57,978 derivative securities (Restricted Stock Units) indirectly through the Gilbert S. Omenn Revocable Trust.

Sentiment

Score: 7

Explanation: The filing is a routine disclosure of director compensation through restricted stock units, which is a common practice to align director interests with shareholder value. It does not contain significant positive or negative news impacting the company's operations or financial performance beyond this specific compensation event.

Positives

• The issuance of Restricted Stock Units aligns the director's compensation with the long-term performance and shareholder interests of Amesite Inc.
• The deferred nature of the compensation may encourage continued commitment and retention of the director.

Future Outlook

The granted Restricted Stock Units will be issued as common stock or cash equivalent to the reporting person upon completion of service as a member of the board of directors or, if earlier, upon a change in control of Amesite Inc.

Industry Context

The granting of restricted stock units or deferred stock units to directors is a common practice across publicly traded companies. This method of compensation is widely used to align the interests of board members with the long-term performance of the company and its shareholders, particularly in technology and education sectors where Amesite operates.

Comparison to Industry Standards

• Granting RSUs as deferred compensation for directors is a standard practice across many industries, including technology and education sectors where Amesite operates.
• This method is widely used to retain talent and align director incentives with long-term company performance, similar to practices at companies like Coursera, Chegg, or other ed-tech firms.

Related Party Transactions

• The grant of 4,461 Restricted Stock Units to Gilbert S. Omenn, a director of Amesite Inc., constitutes a transaction with a related party (company insider) as part of his compensation for board services.

Stakeholder Impact

• Shareholders: The compensation structure aligns the director's financial interests with the long-term performance of the company, potentially benefiting shareholders through improved governance and strategic oversight.

Next Steps

• Issuance of common stock or cash equivalent to Gilbert S. Omenn upon completion of his service as a board member or a change in control of Amesite Inc.

Key Dates

Keywords

Amesite Inc., AMST, SEC Form 4, Insider Transaction, Director Compensation, Restricted Stock Units, RSU, Deferred Compensation, Beneficial Ownership, Corporate Governance