Strive completes acquisition of Semler Scientific; Semler shareholders receive 21.05 Strive shares per share

This filing

Pursuant to the Merger Agreement, at the Effective Time, the certificate of incorporation and Bylaws of Semler Scientific were amended and restated in their entirety to be in the form of the certificate of incorporation and Bylaws, respectively, of Merger Sub, except that the name of the surviving corporation reflected therein shall be “Semler Scientific, Inc.”

Comparable filing

In connection with the Spin-Off, the Board adopted the Code of Conduct, a copy of which is available on New Enviri’s website at www.enviri.com.

This filing

On January 16, 2026, Strive, Inc., a Nevada corporation, or Strive, completed the previously announced acquisition of Semler Scientific, Inc., a Delaware corporation, or Semler Scientific, pursuant to the Agreement and Plan of Merger, dated as of September 22, 2025 as amended December 3, 2025, or the Merger Agreement, by and among Strive, Strive Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Strive, or Merger Sub, and Semler Scientific.

Comparable filing

On June 1, 2026, pursuant to the terms of the Separation Agreement and the Merger Agreement, the following series of transactions occurred

This filing

On January 16, 2026, Strive, Inc., a Nevada corporation, or Strive, completed the previously announced acquisition of Semler Scientific, Inc., a Delaware corporation, or Semler Scientific, pursuant to the Agreement and Plan of Merger, dated as of September 22, 2025 as amended December 3, 2025, or the Merger Agreement, by and among Strive, Strive Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Strive, or Merger Sub, and Semler Scientific.

Comparable filing

Rollover Shares immediately prior to the Effective Time, and were canceled at the Effective Time for no consideration) were canceled and converted into the right to receive $11.20 in cash, without interest (such amount per share, the “ Merger Consideration ”). At the Effective Time, (i) each Company RSU (as defined in the Merger Agreement) that was

This filing

On January 16, 2026, Strive, Inc., a Nevada corporation, or Strive, completed the previously announced acquisition of Semler Scientific, Inc., a Delaware corporation, or Semler Scientific, pursuant to the Agreement and Plan of Merger, dated as of September 22, 2025 as amended December 3, 2025, or the Merger Agreement, by and among Strive, Strive Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Strive, or Merger Sub, and Semler Scientific.

Comparable filing

ith Devon Energy Corporation, a Delaware corporation (“Devon”), and Cubs Merger Sub, Inc., a Delaware corporation and

This filing

On January 16, 2026, Strive, Inc., a Nevada corporation, or Strive, completed the previously announced acquisition of Semler Scientific, Inc., a Delaware corporation, or Semler Scientific, pursuant to the Agreement and Plan of Merger, dated as of September 22, 2025 as amended December 3, 2025, or the Merger Agreement, by and among Strive, Strive Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Strive, or Merger Sub, and Semler Scientific.

Comparable filing

of Flushing (“ Flushing Common Stock ”) issued and outstanding immediately prior to the Effective Time, subject to certain exceptions, was converted into the right to receive 0.85 of a share (the “ Exchange Ratio ”) of common stock, par value $0.01 per share, of OceanFirst (“ OceanFirst Common Stock ” and such consideration, the “ Merger Consideration ”).

This filing

Semler Scientific, Strive and U.S Trust Company, National Association, as trustee, entered into a supplemental indenture, dated January 16, 2026, or the Supplemental Indenture, to the Indenture

Comparable filing

On May 9, 2026, Emerald Holding, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Emma Buyer, LLC, a Delaware limited liability company (“ Parent ”), and Emma Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Parent (“ Merger Sub ”).

This filing

Semler Scientific, Strive and U.S Trust Company, National Association, as trustee, entered into a supplemental indenture, dated January 16, 2026, or the Supplemental Indenture, to the Indenture

Comparable filing

On May 7, 2026, Two Harbors Investment Corp. (“Two Harbors”) entered into a Second Amendment to the Agreement and Plan of Merger (the “Second Amendment”), by and among Two Harbors, CrossCountry Intermediate Holdco, LLC (“CCM”) and CrossCountry Merger Corp., a wholly owned subsidiary of CCM (“Merger Sub”), to amend the terms of the previously disclosed Agreement and Plan of Merger, dated March 27, 2026 (the “Original CCM Merger Agreement”), as amended by the First Amendment to the Agreement and Plan of Merger, dated April 28, 2026 (the “First Amendment”), by and among Two Harbors, CCM and Merger Sub (the Original CCM Merger Agreement, as amended by the First Amendment and the Second Amendment, the “Amended CCM Merger Agreement”).

This filing

On January 16, 2026, Strive, Inc., a Nevada corporation, or Strive, completed the previously announced acquisition of Semler Scientific, Inc., a Delaware corporation, or Semler Scientific, pursuant to the Agreement and Plan of Merger, dated as of September 22, 2025 as amended December 3, 2025, or the Merger Agreement, by and among Strive, Strive Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of Strive, or Merger Sub, and Semler Scientific.

Comparable filing

excluded shares pursuant to the terms of the Merger Agreement, was cancelled and extinguished and automatically converted into the right to receive an amount in cash equal to $5.80 per share of Class A Common Stock, without interest thereon (the “ Class A Per Share Price ”), (ii) each share of the Company’s Class B common stock, par value $0.00001 per share