SCHEDULE: Strive Inc. Major Shareholders Update Holdings Post-Merger
Beneficial Ownership Amendment
This Schedule 13D amendment details updated beneficial ownership percentages for key shareholders of Strive, Inc. following a merger with Semler Scientific and additional share acquisitions.
Summary
- This Amendment No. 3 updates and supplements the Schedule 13D for Strive, Inc. (the "Issuer"), reflecting changes in beneficial ownership of Class A Common Stock, $0.001 par value.
- The updates are due to: (i) the issuance of Class A Common Stock to stockholders of Semler Scientific, Inc. ("Semler Scientific") following a merger, (ii) an additional issuance of Class B Common Stock for vested compensation to certain Reporting Persons, and (iii) additional acquisitions of Class A Common Stock by certain Reporting Persons.
- Vivek Ramaswamy beneficially owns 113,877,929 shares, representing 9.8% of the Class A Common Stock (assuming conversion of Class B Common Stock).
- Ramaswamy 2021 Irrevocable Trust beneficially owns 28,378,829 shares, representing 2.6% of the Class A Common Stock.
- Matthew Cole beneficially owns 8,327,024.20 shares, representing 0.8% of the Class A Common Stock.
- Benjamin Pham beneficially owns 4,362,988 shares, representing 0.4% of the Class A Common Stock.
- Liberty Pier Foundation beneficially owns 3,691,901 shares, representing 0.4% of the Class A Common Stock.
- Virtuous Industries LLC beneficially owns 2,124,899 shares, representing 0.2% of the Class A Common Stock.
- Logan Beirne beneficially owns 509,646 shares, representing 0.05% of the Class A Common Stock.
- LT&C LLC beneficially owns 129,630 shares, representing 0.03% of the Class A Common Stock.
- 2025-10 Investments LLC beneficially owns 74,074 shares, representing 0.01% of the Class A Common Stock.
- Matthew Cole acquired 500,000 shares of Class A Common Stock on January 13, 2026, through brokerage accounts at prices ranging from $0.91 to $0.92 per share.
Sentiment
Score: 6
Explanation: The filing is slightly positive, reflecting the completion of a merger and continued insider investment, which can be interpreted as a vote of confidence in the company's direction.
Positives
- The completion of the merger with Semler Scientific, Inc. indicates strategic execution and potential growth for Strive, Inc.
- Matthew Cole, a reporting person, acquired an additional 500,000 shares of Class A Common Stock, demonstrating increased insider confidence.
- The issuance of Class B Common Stock for vested compensation suggests ongoing commitment and retention of key personnel within the company.
Future Outlook
The filing indicates the successful completion of a merger with Semler Scientific, Inc., which has resulted in the issuance of Class A Common Stock to Semler Scientific stockholders. This suggests a strategic expansion or integration for Strive, Inc. No specific forward-looking financial guidance or operational outlook is provided.
Industry Context
The merger with Semler Scientific, Inc. suggests Strive, Inc. is actively pursuing strategic growth through acquisitions, potentially expanding its market reach or capabilities. This aligns with a broader industry trend where companies seek to consolidate or diversify through M&A to gain competitive advantages or new technologies.
Related Party Transactions
- Issuance of Class B Common Stock for vested compensation to certain Reporting Persons.
Stakeholder Impact
- Shareholders of Strive, Inc. are impacted by the updated ownership percentages and the dilution resulting from the issuance of shares for the Semler Scientific merger.
- Former shareholders of Semler Scientific, Inc. have become shareholders of Strive, Inc. as a result of the merger.
- Certain Reporting Persons received Class B Common Stock as vested compensation, impacting their ownership stake and potentially their long-term alignment with the company.
Key Dates
| Date | Description |
|---|---|
| 2025-09-12 | Original Schedule 13D filed by the Reporting Persons. |
| 2025-09-22 | Date of the Agreement and Plan of Merger between Strive, Inc., Strive Merger Sub, Inc., and Semler Scientific, Inc. |
| 2025-11-17 | Amendment No. 1 to the Original Schedule 13D filed. |
| 2025-12-03 | Date of letter agreement amending the Agreement and Plan of Merger. |
| 2025-12-17 | Amendment No. 2 to the Original Schedule 13D filed. |
| 2026-01-13 | Matthew Cole acquired 500,000 shares of Class A Common Stock. |
| 2026-01-16 | Date of event which requires filing of this statement (Amendment No. 3). |
| 2026-01-22 | Signature date for Amendment No. 3. |
Keywords
Strive Inc., SEC filing, Schedule 13D, beneficial ownership, Vivek Ramaswamy, Semler Scientific, merger, Class A Common Stock, insider buying, corporate governance
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