What the changes say
- Privacy compliance now specifically covers HIPAA and state requirements affecting NurseMagic™ and customers.
- The filing adds that shareholders should not expect cash dividends.
- The emerging-growth-company disclosure risk was removed and replaced by a securities-dilution risk.
What changed since the prior 10-K
New
- NewGeneral and Macroeconomic Risks
Enforcement of federal and state laws regarding privacy and security of patient information may adversely affect our business, financial condition or operations
HIPAA and changing federal and state privacy laws could increase compliance burdens for NurseMagic™ and jeopardize customers’ compliance.
- NewRisks Related to Our Common Stock
We do not intend to pay cash dividends on our shares of common stock so any returns will be limited to the value of our shares
The company expects to retain earnings rather than pay cash dividends, limiting shareholder returns to potential share-price appreciation.
Dropped
- DroppedRisks Related to Our Common Stock
We are an “emerging growth company” and can avail ourselves of reduced disclosure requirements applicable to emerging growth companies, which could make our common stock less attractive to investors
Reworded
- 39% rewrittenRisks Related to Our Common Stock
Future sales and issuances of our securities could result in additional dilution of the percentage ownership of our shareholders and could cause our share price to fall
The risk now addresses future securities issuances, capital needs, shareholder dilution, falling share price, and superior rights for new investors.
All 23 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Healthcare and AI Solutions Business
- 01Compliance and Regulatory Risks
- 02Adoption, Market Penetration, and Growth Risks
General and Macroeconomic Risks
- 03We face significant operational and financial risks
- 04We face combined legal and reputational risks because of the data we manage and the nature of the business
- 05Enforcement of federal and state laws regarding privacy and security of patient information may adversely affect our business, financial condition or operationsnew
General Risks
- 06There is substantial doubt about our ability to continue as a going concern
- 07We are dependent on the services of certain key management personnel, employees, advisors, and consultants. If we are unable to retain or motivate such individuals or hire qualified personnel, we may not be able to grow effectively
- 08Our customers will rely on us to deliver stable platforms, with correct measures of performance in a manner that users can easily use
- 09We have a history of losses, will need substantial additional funding to continue our operations and may not achieve or sustain profitability in the future
- 10We may engage in future acquisitions that could disrupt our business, cause dilution to our stockholders and harm our financial condition and operating results
- 11If our security measures or those of our future business partners are breached or fail and result in unauthorized disclosure of data, we could lose customers and/or fail to attract new customers. Such breach or failure could also harm our reputation and expose us to protracted and costly lawsuits
- 12Unfavorable global economic, business, or political conditions could adversely affect our business, financial condition or results of operations
- 13Cyber security risks and the failure to maintain the integrity of internal, partner, and consumer data could result in damages to our reputation, the disruption of operations and/or subject us to costs, fines or lawsuits
Risks Related to Our Common Stock
- 14An active trading market for our common stock may not be sustained
- 15We may acquire other companies or technologies, which could divert our management’s attention, result in dilution to our stockholders and otherwise disrupt our operations and adversely affect our operating results
- 16Market and economic conditions may negatively impact our business, financial condition and share price
- 17Future sales and issuances of our securities could result in additional dilution of the percentage ownership of our shareholders and could cause our share price to fall39% rewritten
- 18We do not intend to pay cash dividends on our shares of common stock so any returns will be limited to the value of our sharesnew
- 19We may be at risk of securities class action litigation
- 20The Nasdaq Capital Market may delist our securities from trading on its exchange, which could limit investors’ ability to make transactions in our securities and subject us to additional trading restrictions
- 21Financial reporting obligations of being a public company in the United States are expensive and time-consuming, and our management will be required to devote substantial time to compliance matters
- 22Our principal stockholders and management own a significant percentage of our stock and will be able to exert significant control over matters subject to stockholder approval
- 23Certain provisions of our certificate of incorporation and Delaware law make it more difficult for a third party to acquire us and make a takeover more difficult to complete, even if such a transaction were in stockholders’ interest
Other Amesite 10-Ks
- 2025 10-K risk factors
22 risks, 1 new, 5 dropped, 4 reworded since the prior year. Amesite consolidated its risk profile by dropping legacy education market risks and focusing heavily on healthcare software and its NurseMagic product.
Filed Sep 29, 2025 - 2024 10-K risk factors
26 risks. Amesite faces substantial going concern doubt with net losses of $4.4 million in fiscal 2024. Its new NurseMagic healthcare app is currently not HIPAA compliant. The company relies heavily on a small customer base and college partners to drive revenue.
Filed Sep 30, 2024
About this page
Item 1A of the 10-K on EDGAR was split into its risk factors and, where the company's previous 10-K is on file, each heading was matched to last year's and the text compared word for word. The headings are the filing's own. The one-line readings and the overview were written by a language model from the text of the new, dropped, and rewritten risks; they refer to risks by position and cannot misquote a heading.