UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): ~~August 4, 2023~~

April 23, 2024

AMERI METRO, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware		000-54546		45-1877342
(State of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

2575 Eastern Blvd., Suite 102, York, PA 17402

(Address of principal executive offices)

717-434-0668

(Registrant'’s telephone number, including ~~area~~ area code)

N/A

(Former Name or former address if changed from last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered pursuant to Section 12(g) of the Act:

Title of each class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock		ARMT		N/A

Item 58.0201 ~~Departure~~Other ~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers~~Events.

InOn ~~the~~April ~~interest of full transparency~~19, ~~Robert~~the ~~Todd~~Board ~~Reynold resigned as Director and as Chief Risk Officer on July 24, 2023,~~ of ~~Global~~Directors ~~Infrastructure~~unanimously ~~Finance~~passed &a ~~Development~~resolution ~~Authority, Inc.~~supporting ~~(the~~a ~~“Company”),~~possible inclass ~~order~~action tolawsuit ~~undertake~~brought ~~other~~by ~~responsibilities~~its ~~within~~shareholders ~~the~~against ~~firm. Prior to such resignations,~~ the ~~Company~~Securities ~~had~~and noExchange ~~disagreements~~Commission ~~with Mr. Reynold regarding the reporting~~ and/or ~~operations~~Andrew ~~of the Company~~Lentz.

~~Also effective July 24, 2023 Mr~~1. ~~Chris~~ J.A ~~Quick,~~bogus ~~CPA,~~lawsuit ~~CFF~~ was ~~named~~filed ~~Chief~~by ~~Risk~~Andrew ~~Officer~~Lentz offor ~~the~~more ~~Company,~~than ~~succeeding Mr. Reynold. Since its founding in 2016~~$389, ~~Mr. Quick has been the Chief Operating Officer of Quick Group~~000, ~~LLC, an investigative, forensic accounting, and security consulting firm based in South Carolina~~000. Mr. ~~Quick~~Lentz ~~and~~was ~~Quick~~a ~~Group~~former ~~has~~consultant ~~provided and conducted extensive financial, accounting, and due diligence investigations in civil and criminal matters~~ to ~~include~~a ~~corporate~~related ~~and~~entity ~~financial~~of ~~institutional~~Ameri ~~fraud. Prior to Quick Group~~Metro, MrInc. ~~Quick had a 26-year career with the Federal Bureau of Investigation~~ (~~FBI~~ARMT). asMr. aLentz ~~Special~~was ~~Agent~~fully ~~conducting~~aware ~~investigations~~that ~~ranging~~this ~~from~~bogus ~~securities,~~lawsuit ~~investment,~~would ~~corporate accounting,~~cause ~~bank,~~significant ~~insurance,~~damage ~~and healthcare fraud cases and money laundering investigations. Prior~~ to ~~the~~ARMT ~~FBI~~including, hebut ~~was~~not alimited ~~Special Agent with the Internal Revenue Service-Criminal Investigation Division in Miami~~to, ~~Florida~~not ~~where~~being heable ~~investigated~~to ~~tax~~meet ~~evasion~~its ~~and~~financial ~~money~~reporting ~~laundering crimes~~requirements. ~~Quick~~To isdate, ~~a licensed Certified Public Accountant (CPA) (Missouri) and Certified in Financial Forensics (CFF). He obtained~~ his ~~accounting degree~~strategy ~~from~~has ~~Arkansas State University in 1983~~worked.

~~Effective~~2. ~~July~~Andrew ~~24,~~Lentz ~~2023~~boasted ~~Mr.~~to ~~James Kingsborough~~many ~~was~~ARMT ~~appointed~~affiliates aabout ~~Director~~“blowing of the ~~Company,~~whistle” ~~succeeding~~on ~~Mr.~~ARMT ~~Reynold~~to inthe ~~that capacity~~SEC. ~~Until~~In ~~his appointment~~fact, ~~Mr.~~the ~~Kingsborough was~~SEC ~~one~~indeed ofaccepted the ~~original~~Lentz ~~Directors~~TCR of(complaint) ~~Ameri~~and ~~Metro,~~acted ~~Inc.~~upon ~~with~~it ~~his~~by ~~tenure~~opening ~~starting~~an ininvestigation ~~May~~and ~~2014.~~issuing Aquestionnaires ~~graduate~~to ofall ~~Shippensburg~~but ~~University,~~a Mrfew ARMT Stock Class B shareholders. ~~Kingsborough~~ ~~has~~Only ~~extensive~~an ~~experience~~insider insuch ~~the~~as ~~aviation~~Andrew ~~and~~Lentz ~~construction~~was ~~industries.~~privy Heto ~~currently~~that ~~operates~~very ~~Kingsborough~~private &information. ~~Associates, a~~ARMT ~~business~~is ~~representing~~currently ~~several~~supporting ~~companies~~a inlawsuit ~~the~~against ~~building~~Lentz and ~~construction~~the ~~industry. Mr.~~SEC ~~Kingsborough~~on isbehalf ~~also~~of aour ~~partner~~Class inB ~~Business Airport~~shareholders for violations of ~~Carlisle~~personal privacy, ~~Inc~~fraud and extortion. In that regard, Lentz was not in a ~~privately~~position ~~owned~~to file a lawsuit of this magnitude, ~~public~~notably ~~use~~having ~~airport~~filed inpersonal ~~central~~bankruptcy ~~Pennsylvania~~three times, thus fraudulent.

93.01 ~~Financial~~Even ~~Statements~~though ~~and~~Andrew ~~Exhibits~~Lentz clearly made materially false statements to a Federal agency (i.e. the SEC) causing serious damage to ARMT, the SEC has not pursued, to our knowledge, a criminal complaint against him via the Department of Justice. In fact, in an abuse of discretion, the SEC continues to pursue de-registration of ARMT regardless of merit.

~~(d)~~4. ~~Exhibits~~Also, the SEC has not issued its final position on accounting for digital currencies. The proposed SEC position remains in direct conflict with GAAP standards and the AICPA’s proposals. We agree with the AICPA’s position because the SEC’s position opens the door to massive financial statement manipulations.

99.1	July 24, 2023 Letter of Resignation
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Abuse of Discretion

1“An abuse of discretion is a plain error, discretion exercised to an end not justified by the evidence, a judgment that is clearly against the logic and effect of the facts as are found.” Rabkin v. Oregon Health Sciences Univ., 350 F.3d 967, 977 (9th Cir. 2003) (citation and internal quotation marks omitted); see also In re Korean Air Lines Co., Ltd., 642 F.3d 685, 698 n.11 (9th Cir. 2011).

~~SIGNATURES~~1

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~SIGNATURES

~~August~~Pursuant 7to the requirements of the Securities Exchange Act of 1934, ~~2023~~the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

~~Global~~April ~~Infrastructure Finance and Development Authority~~23, ~~Inc. /s/ Robert Choiniere By: Robert Choiniere Title: Chief Executive Officer~~2024

Ameri Metro, Inc. /s/ Shah Mathias By: Shah Mathias Title: Chief Executive Officer

~~/s/ Shah Mathias By: Shah Mathias Title: Chief Executive Officer~~2

EXHIBIT INDEX

Exhibit No.		Document Description
99.1		July 24, 2023 Letter of Resignation
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Filing Compare · Ameri Metro, Inc. (formerly Yellowwood)