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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/04/20 Amesite Operating Co. S-1/A 29:4.1M EdgarAgents LLC/FA |
Document/Exhibit Description Pages Size
1: S-1/A Amendment No. 1 to Form S-1 HTML 69K
2: EX-1.1 Form of Underwriting Agreement HTML 144K
3: EX-2.1 Agreement and Plan of Merger and Reorganization, HTML 216K
Dated April 26, 2018, by and Among Lola One
Acquisition Corporation, Acquisition Sub, A
Delaware Corporation and Wholly-Owned Subsidiary
of Amesite Parent, and Amesite Operating Company
4: EX-2.2 Form of Agreement and Plan of Merger and HTML 29K
Reorganization, Dated July 14, 2020, by and
Between Amesite Operating Company, A Delaware
Corporation, and Amesite Inc., A Delaware
Corporation
5: EX-3.1 Certificate of Merger Relating to the Merger of HTML 20K
Lola One Acquisition Corporation With and Into
Amesite Operating Company, Filed With the
Secretary of State of the State of Delaware on
April 26, 2018, Effective on April 27, 2018
6: EX-3.2 Form of Certificate of Merger Relating to the HTML 17K
Merger of Amesite Inc. With and Into Amesite
Operating Company, to Be Filed With the Secretary
of State of the State of Delaware
7: EX-3.3 Amended and Restated Certificate of Incorporation, HTML 14K
as Currently in Effect
8: EX-3.4 Amended and Restated Certificate of Incorporation HTML 29K
of Amesite Parent, as Currently in Effect
9: EX-3.5 Second Amended and Restated Certificate of HTML 26K
Incorporation, to Be in Effect After the
Completion of the Reorganization
10: EX-3.6 Bylaws, as Currently in Effect HTML 104K
11: EX-3.7 Amended and Restated Bylaws, to Be in Effect After HTML 102K
the Completion of the Reorganization
12: EX-4.1 Specimen Stock Certificate Evidencing the Shares HTML 12K
of Common Stock
13: EX-4.2 Form of Underwriter's Warrant HTML 64K
14: EX-5.1 Opinion of Sheppard, Mullin, Richter & Hampton LLP HTML 21K
15: EX-10.1 Form of Subscription Agreement HTML 139K
24: EX-10.10 Lease Agreement Dated as of November 13, 2017 by HTML 73K
and Between Amesite Operating Company and 205-207
East Washington, LLC
25: EX-10.11 Employment Agreement Dated as of April 27, 2018 by HTML 42K
and Between the Company and Ann Marie Sastry
26: EX-10.12 Executive Agreement, Effective as of June 1, 2020, HTML 51K
by and Between the Company and Ann Marie Sastry
27: EX-10.13 Form of Lock-Up Agreement HTML 22K
28: EX-10.14 Consulting Agreement by Between the Company and HTML 52K
Richard Dibartolomeo
29: EX-10.15 Employment Offer Letter, Dated July 14, 2020, by HTML 24K
and Between the Company and Richard Dibartolomeo
16: EX-10.2 Form of Registration Rights Agreement HTML 97K
17: EX-10.3 Form of Amended and Restated Registration Rights HTML 81K
Agreement, Dated February 14, 2020
18: EX-10.4 Form of Amended and Restated Registration Rights HTML 81K
Agreement, Dated April 14, 2020
19: EX-10.5 Form of Purchase Agreement HTML 72K
20: EX-10.6 Form of Unsecured Convertible Promissory Note HTML 61K
21: EX-10.7 2017 Equity Incentive Plan and Forms of Award HTML 152K
Agreements Thereunder, Assumed in the
Reorganization
22: EX-10.8 2018 Equity Incentive Plan and Forms of Award HTML 133K
Agreements Thereunder, Assumed in the
Reorganization
23: EX-10.9 Employment Agreement Dated as of November 14, 2017 HTML 55K
by and Between Amesite Operating Company and Ann
Marie Sastry, Ph.D
Exhibit 10.15
Richard D. DiBartolomeo
6471 Shoreline Drive
Dear Rick:
We are pleased to extend you an offer of full-time employment with Amesite Inc. (the “Company”) as Chief Financial Officer. We are excited about your interest in us and are confident that you will be an important addition to our team. This offer of employment is in accordance with, and subject to, the terms and conditions set forth in this offer letter (“Letter”) and the Company’s policies and procedures. This Letter supersedes any and all prior arrangements and agreements including, but not limited to, that certain Consulting Agreement, dated November 12, 2018, as amended, by and between you and the Company.
Position and Responsibilities
Your position title will be Chief Financial Officer, reporting directly to the Chief Executive Officer. The Company reserves the right to modify your job duties and reporting responsibilities, or to assign you to work at the Company’s other locations either on a temporary or permanent basis.
This is a full-time, exempt position. Your start date will be August 1, 2020, subject to the terms of this Letter.
Compensation
Your starting base annual salary will be $175,000, less applicable deductions, payable in installments in accordance with the Company’s regular payroll practices.
Additionally, subject to approval by the Company’s board of directors, you will receive options (the “Options”) to purchase up to 50,000 shares of the Company’s common stock, exercisable at $2.00 per share. Fifty percent (50%) of the Options shall vest on the first anniversary date hereof and the remaining fifty percent (50%) of the Options shall vest and become exercisable in twelve (12) successive equal monthly installments thereafter.
Bonus
You shall be eligible to receive performance-based and other bonuses, as awarded in the sole discretion of the Company’s board of directors. The Company shall make best efforts to finalize performance metrics/milestones within thirty (30) days of the date hereof with regard to your eligibility for performance-based bonuses.
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Benefits
As a full-time employee, you may be eligible to participate in our comprehensive package of Company benefits in accordance with applicable Company policies then in effect. This package includes, among other benefits, health insurance and benefits provided by our human resources platform. Please note that the Company reserves the right to alter, amend, or terminate any and all of its benefit programs at any time, without prior notice to you. Additional information about the Company’s benefits will be provided to you under separate cover.
Paid Time-Off/Vacation Policy
As a full-time employee, you shall be eligible to receive paid time-off/vacation leave in accordance with the Company’s policies. The Company agrees to make best efforts to accommodate your reasonable requests based on business needs and coverage.
Contractual Impediments
This offer is contingent upon there being no contractual impediments or obligations which would restrict your acceptance of this offer. In addition, this offer is made with the understanding that you will not bring with you to the Company confidential or proprietary information belonging to any of your previous employers and that you will refrain from disclosing to us, or using while employed by us, any such confidential or proprietary information. Furthermore, you are expected to comply with any non-disclosure, non-compete, non-solicitation and other provisions of agreements with your previous employers.
Termination
| 1. | Termination by the Company. Subject to the obligations of the Company set forth herein, the Company may terminate your employment at any time and for any reason (or no reason), and with or without Cause, and without prejudice to any other right or remedy to which the Company or you may be entitled at law or in equity or under this Agreement. Notwithstanding the foregoing, in the event the Company desires to terminate the your employment without Cause, the Company shall give you not less than sixty (60) days advance written notice. Your employment shall terminate automatically in the event of your death. |
| 2. | Termination by You. You may voluntarily terminate your employment upon sixty (60) days’ prior written notice for any reason or no reason. You may terminate the engagement for Good Reason without notice. “Good Reason” shall mean without your express written consent any of the following: (i) a significant reduction of your duties, position or responsibilities relative to your duties, position or responsibilities as measured either immediately prior to such reduction or taking into consideration any overall reduction occurring during any period of twelve (12) consecutive calendar months, or the your removal from such position, duties or responsibilities; (ii) a material change in your upward reporting responsibilities; (iii) a reduction of your compensation as in effect immediately prior to such reduction; (iv) your relocation to a facility or a location more than twenty-five (25) miles from your then current primary residence; or (v) a material breach by the Company of this Agreement or any other agreement with you that is not corrected within fifteen (15) days after written notice from you (or such earlier date that the Company has notice of such material breach). |
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| 3. | Termination for Death or Disability. Subject to the obligations of the Company set forth herein, your engagement shall terminate automatically upon your death. Subject to the obligations of the Company set forth herein, in the event you are unable to perform your duties as a result of a disability, the Company shall have the right to terminate the your employment by providing written notice of the effective date of such termination. |
| 4. | Termination by the Company for Cause. Notwithstanding the forgoing, your employment hereunder may be terminated by the Company for Cause (hereinafter defined). Upon and following any such termination for Cause, all compensation and benefits payable to you hereunder shall terminate and the Company shall have no further liability to you. “Cause” means any of the following: (i) the commission of an act of fraud, embezzlement or material dishonesty which is intended to result in your substantial personal enrichment in connection with your employment with the Company; (ii) your conviction of, or plea of nolo contendere, to a crime constituting a felony (other than traffic-related offenses); (iii) your willful misconduct that is materially injurious to the Company; or (iv) your (1) material failure to perform your duties as an officer of the Company, and (2) failure to “cure” any such failure within thirty (30) days after receipt of written notice from the Company delineating the specific acts that constituted such material failure and the specific actions necessary, if any, to “cure” such failure. |
Acceptance of Offer
This offer shall expire within five (5) calendar days of the date of this Letter, unless the Company receives a signed original of this Letter within that period. This offer is conditioned upon your: (1) returning a copy of your signed application; (2) completing and returning the enclosed Form W-4; (3) satisfactory completion of your Form I-9; and (4) completing and returning a Background Release Form. This offer is further contingent upon the results of the background check being satisfactory to the Company in its sole and absolute discretion. Upon acceptance of this offer you shall be provided with an employee handbook.
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I am delighted to make this offer of employment to you. Should you have any questions, please do not hesitate to ask.
Yours sincerely,
| /s/ Ann Marie Sastry | |
| Ann Marie Sastry, Ph.D. | |
| Chief Executive Officer |
Employment under the terms offered herein is accepted.
| SIGNATURE: | /s/ Richard DiBartolomeo | |
| DATE: | 7/19/2020 |
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| This ‘S-1/A’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 9/4/20 | FWP | ||
| 8/1/20 | ||||
| 7/14/20 | ||||
| 11/12/18 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/06/23 Amesite Inc. 10-K 6/30/23 58:3.6M EdgarAgents LLC/FA 5/12/23 Amesite Inc. S-1/A 2:97K EdgarAgents LLC/FA 5/08/23 Amesite Inc. S-1/A 1:282K EdgarAgents LLC/FA 4/28/23 Amesite Inc. S-1/A 1:282K EdgarAgents LLC/FA 3/14/23 Amesite Inc. S-1 4:307K EdgarAgents LLC/FA 9/28/22 Amesite Inc. 10-K 6/30/22 59:3.5M EdgarAgents LLC/FA 3/09/22 Amesite Inc. 10-K/A 6/30/21 15:328K EdgarAgents LLC/FA 11/01/21 Amesite Inc. S-3 5:1.3M EdgarAgents LLC/FA 10/12/21 Amesite Inc. S-1/A 55:3.9M EdgarAgents LLC/FA 9/10/21 Amesite Inc. 10-K 6/30/21 58:3.3M EdgarAgents LLC/FA 8/16/21 Amesite Inc. S-1 2:1.9M EdgarAgents LLC/FA 9/14/20 Amesite Inc. S-1/A 2:888K EdgarAgents LLC/FA 9/09/20 Amesite Inc. S-1/A 2:890K EdgarAgents LLC/FA |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/17/20 Amesite Inc. S-1 2:876K EdgarAgents LLC/FA |