SCHEDULE: Strive, Inc. Stakeholders Below 5% Threshold

Strive, Inc. reports that key stakeholders Vivek Ramaswamy and Virtuous Industries LLC now beneficially own less than 5% of Class A Common Stock, marking the final amendment to their Schedule 13D filings.

Summary

• This filing is an amendment to a previous Schedule 13D, serving as the final update for Vivek Ramaswamy and Virtuous Industries LLC.
• The amendment reflects that both reporting persons now beneficially own less than 5% of Strive, Inc.'s outstanding Class A Common Stock.
• This reduction in ownership percentage is a result of Strive, Inc.'s ongoing issuance of additional shares through its at-the-market equity offering program.
• Consequently, the reporting persons no longer have reporting obligations under Section 13(d) of the Securities Exchange Act of 1934.
• No transactions in Class A Common Stock were effected by the reporting persons in the 60 days preceding the filing date.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a neutral to slightly negative filing, primarily due to the reduction in beneficial ownership below the 5% threshold, indicating a decreased stake and potentially less influence.

Positives

• The company continues to execute its at-the-market equity offering program, suggesting ongoing efforts to raise capital or manage its share structure.
• The filing is marked as the final amendment, indicating a resolution of the reporting obligation for these specific entities under Section 13(d).

Negatives

• Key stakeholders Vivek Ramaswamy and Virtuous Industries LLC have reduced their beneficial ownership below the 5% threshold.
• This reduction implies a decreased direct influence or investment in the company by these significant parties.

Risks

• The ongoing issuance of shares through an at-the-market program could lead to further dilution for existing shareholders if not managed effectively.
• A reduced ownership stake by significant holders might signal a change in strategic interest or confidence in the company's future performance.

Future Outlook

The filing does not contain specific forward-looking statements or guidance from management regarding future performance. It primarily addresses the current ownership status.

Management Comments

• "As of October 23, 2026, each of the Reporting Persons ceased to be the beneficial owner of more than 5% of the outstanding Class A Common Stock."
• "This Amendment constitutes the final amendment to this Schedule 13D with respect to each Reporting Person."
• "This Amendment is being filed to reflect the updated percentage of class of securities information of the Reporting Persons as a result of the Issuer's ongoing issuance of additional shares of Class A Common Stock by the Issuer pursuant to the Issuer's at-the-market equity offering program."

Industry Context

StockSavvy.ai notes that the ongoing at-the-market (ATM) equity offering program is a common strategy for companies to raise capital opportunistically. However, it can lead to share price dilution if not managed carefully or if the market perceives it negatively. The reduction in significant ownership stakes below the 5% threshold often triggers a shift in market perception regarding influence and potential future strategic actions.

Comparison to Industry Standards

• Companies often utilize ATM programs to supplement cash reserves or fund growth initiatives, with typical dilution impacts varying based on the program's size relative to market capitalization.
• A reduction in beneficial ownership below 5% by significant holders is a common occurrence following periods of substantial share issuance or strategic divestment, and its impact on stock price is highly dependent on the market's interpretation of the reasons behind the reduction.

Stakeholder Impact

• Shareholders may experience dilution in their ownership percentage due to the ongoing at-the-market equity offering.
• The reduced stake by Vivek Ramaswamy and Virtuous Industries LLC might alter their level of influence on corporate decisions.
• Creditors and other stakeholders may observe the company's continued reliance on equity financing.

Next Steps

• The reporting persons have concluded their reporting obligations under Section 13(d) for this specific stake.
• Strive, Inc. will continue its at-the-market equity offering program, subject to market conditions and its strategic objectives.

Key Dates

Recommendation

The filing indicates a reduction in significant ownership stakes below the 5% threshold due to ongoing share issuance. While this can signal potential dilution and reduced influence, it also confirms the company's active use of its ATM program, which could be for strategic capital raising. Without further information on the use of proceeds or the company's performance, a 'hold' recommendation is prudent, awaiting more clarity on the impact of the equity offering.

Keywords

Schedule 13D, Beneficial Ownership, Class A Common Stock, At-the-Market Offering, Equity Offering, Reporting Obligation, Dilution