Strive, Inc.: Amended and restated the Certificate of Designation for Variable Rate Series A Perpetual Preferred Stock to modify dividend calculation and payment terms (effective 2026-06-15).
“On May 13, 2026, the Company filed an Amended and Restated Certificate of Designation (the “Amended and Restated SATA Certificate of Designation”) with the Nevada Secretary of State, which amended and restated the Certificate of Designation originally filed on November 10, 2025, as amended by that certain Certificate of Amendment to the Certificate of Designation filed on December 9, 2025 (as amended, the “Original Certificate of Designation”), and which established the amended and restated terms of its Variable Rate Series A Perpetual Preferred Stock, $0.001 par value per share (the “SATA Stock”).”
Material Agreements
Strive, Inc. entered into Underwriting Agreement with Barclays Capital Inc. and Cantor Fitzgerald & Co., as the joint book-running managers and representatives of the several underwriters valued at approximately $118.8 million (effective 2026-01-22).
“On January 22, 2026, Strive, Inc. (“Strive” or the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Barclays Capital Inc. and Cantor Fitzgerald & Co., as the joint book-running managers and representatives of the several underwriters (the “Underwriters”), relating to the issuance and sale in an underwritten offering (the “Offering”) registered under the Securities Act of 1933, as amended (the “Securities Act”), of 1,320,000 shares (the “Shares”) of the Company’s Variable Rate Series A Perpetual Preferred Stock, $0.001 par value per share (the “SATA Stock”), an upsize over the $150 million transaction size previously announced when taken together with the anticipated privately negotiated notes exchanges , at a public offering price of $90 per share.”
Debt Financings
Strive, Inc. incurred convertible notes of $100 million aggregate principal amount of Notes remains outstanding with U.S Bank Trust Company, National Association, as trustee at 4.25% per year, payable semiannually in arrears on February 1 and August 1 of ea maturing August 1, 2030, unless earlier converted, redeemed or repurchased.
“As of the date hereof, $100 million aggregate principal amount of Notes remains outstanding. As amended by the terms of the Supplemental Indenture, the Notes are general senior, unsecured obligations of Semler Scientific, guaranteed by Strive, and will mature on August 1, 2030, unless earlier converted, redeemed or repurchased. The Notes bear interest at a rate of 4.25% per year, payable semiannually in arrears on February 1 and August 1 of each year.”
M&A Transactions
Strive, Inc. completed an acquisition involving Semler Scientific, Inc. for 21.05 shares of Strive Common Stock (closed 2026-01-16).
“At the Effective Time, on the terms and subject to the conditions set forth in the Merger Agreement, each share of Semler Common Stock issued and outstanding immediately prior to the Effective Time (other than shares held by Semler Scientific as treasury stock or owned by Strive, Merger Sub or any of their respective subsidiaries immediately prior to the Effective Time, which were cancelled without consideration), was converted into the right to receive 21.05 shares of Strive Common Stock”
Governance Changes
Strive, Inc.: Filed Certificate of Amendment to Certificate of Designation to increase authorized SATA Stock shares to 20,000,000 (effective 2025-12-09).
“On December 9, 2025, the Company filed a Certificate of Amendment to the Certificate of Designation relating to the SATA Stock (the "Certificate of Amendment") to certify the authorization to increase the number of authorized shares of its SATA Stock to 20,000,000 shares.”
Governance Changes
Strive, Inc.: Filed Certificate of Designation establishing terms of SATA Stock, effective November 10, 2025 (effective 2025-11-10).
“Strive filed a Certificate of Designation (the “Certificate of Designation”) with the Nevada Secretary of State (which became effective on November 10, 2025) designating 2,000,000 shares, and establishing the terms, of the SATA Stock.”
Governance Changes
Strive, Inc.: Removed the maximum number of directors from the articles of incorporation, effective December 31, 2025 (effective 2025-12-31).
“A majority of the stockholders of the Company, by written consent dated October 8, 2025, approved a Certificate of Amendment (as amended, the “Certificate of Amendment”) to the Amended and Restated Articles of Incorporation of the Company, to remove the maximum number of directors comprising the Board of Directors, effective as of December 31, 2025.”
Governance Changes
Strive, Inc.: Removed the maximum number of directors from the bylaws, effective December 31, 2025 (effective 2025-12-31).
“the Board of Directors of the Company (the “Board of Directors”) approved certain amendments to the Amended and Restated Articles of Incorporation of the Company (the “Amended and Restated Articles of Incorporation”) and the Company’s Amended and Restated Bylaws (the “Amended and Restated Bylaws”) to remove the maximum number of directors comprising the Board of Directors, effective as of December 31, 2025.”
Auditor Changes
Strive, Inc. dismissed WWC, P.C. as its auditor.
“WWC, P.C. (“WWC”) served as the Company’s independent registered public accounting firm for the fiscal years ended December 31, 2024 and 2023.”
M&A Transactions
Strive, Inc. completed an acquisition involving Strive Enterprises, Inc. (closed 2025-09-12).
“On September 12, 2025, pursuant to the Merger Agreement, Merger Sub merged with and into Strive, with Strive surviving as a wholly owned subsidiary of the Company (the "Merger").”
M&A Transactions
Strive, Inc. underwent a change of control involving Strive Enterprises, Inc. (closed 2025-09-12).
“On September 12, 2025, pursuant to the Merger Agreement, Merger Sub merged with and into Strive, with Strive surviving as a wholly owned subsidiary of the Company (the "Merger").”
David Reynolds was elected as director at Strive, Inc..
“On May 13, 2024, the Board elected David Reynolds as a director of the Company, effective as of May 16, 2024.”
Brian Regli resigned as director at Strive, Inc..
“As previously reported in its Current Report on Form 8-K filed on November 6, 2023 (the “Previous Report”), Brian Regli gave written notice of his resignation (the “Resignation Letter”) from the board of directors (the “Board”) of the Company, and from the Audit Committee and Compensation Committee of the Board, effective May 16, 2024.”
Listing & Compliance Notices
Strive, Inc. received a nasdaq extension granted notice regarding minimum bid price (rules 5550(a)(2)).
“April 18, 2024, Asset Entities Inc. (the “Company”) received a notice from the Nasdaq Hearings Panel (the “Panel”) indicating that the Panel had determined to grant the Company’s request pursuant to Nasdaq’s expedited review process and that an oral hearing was not necessary in order to grant the Company a temporary exception to regain compliance with Nasdaq Listing Rule 5550(a)(2) (the “Bid Price Rule”), which requires listed securities to maintain a minimum bid price of $1.00 per share for a minimum of ten consecutive business days. The Company was eligible for consideration for Nasdaq’s exp”
Material Agreements
Strive, Inc. amended Third Amendment to Amended and Restated Closing Agreement with Triton Funds LP (effective 2024-03-29).
“Under a Third Amendment to Amended and Restated Closing Agreement (the “Third Triton Amendment”), dated as of March 29, 2024, the Company and Triton agreed to amend the Amended A&R Closing Agreement to provide that the Amended A&R Closing Agreement will expire on April 30, 2024, instead of March 31, 2024.”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.