OTHER INFORMATION.
−Removed: have no information to disclose that was required to be disclosed in a Current Report on Form 8-K during the three months ended September
−Removed: 30, 2024 but was not reported, other than as disclosed below.
−Removed: There have been no material changes to the procedures by which security
−Removed: holders may recommend nominees to our board of directors where those changes were implemented after the Company last provided disclosure
−Removed: of such procedures.
−Removed: to the First July 2024 Boustead Warrant Assignment Agreement, all of the rights to the July 2024 Boustead Warrant were assigned by Boustead
−Removed: Pursuant to the Second July 2024 Boustead Warrant Assignment Agreement, all of the rights to the July 2024 Boustead Warrant
−Removed: were assigned by Sutter to the Warrant Assignee, a registered representative of Sutter.
−Removed: Pursuant to the First July 2024 Boustead Warrant
−Removed: Assignment Agreement and the Second July 2024 Boustead Warrant Assignment Agreement, the July 2024 Boustead Warrant was cancelled, and
−Removed: the July 2024 Assignee Warrant was issued to the Warrant Assignee.
−Removed: The terms of the July 2024 Assignee Warrant are identical to those
−Removed: of the July 2024 Boustead Warrant.
−Removed: July 2024 Assignee Warrant is filed as Exhibit 4.1 to this Quarterly Report on Form 10-Q, and the description above is qualified in its
−Removed: entirety by reference to the full text of such exhibit.
−Removed: The First July 2024 Boustead Warrant Assignment Agreement and the Second July
−Removed: 2024 Boustead Warrant Assignment Agreement are filed as Exhibit 10.4 and Exhibit 10.5 to this Quarterly Report on Form 10-Q, respectively,
−Removed: and the description above is qualified in its entirety by reference to the full text of such exhibits.
+Added: have no information to disclose that was required to be disclosed in a Current Report on Form 8-K during the three months ended March
+Added: 31, 2025 but was not reported.
+Added: of our directors or “officers,” as defined in Rule 16a-1(f) under the Exchange Act, adopted or terminated a Rule 10b5-1 trading
+Added: plan or arrangement or a non-Rule 10b5-1 trading plan or arrangement, as defined in Item 408(c) of Regulation S-K, during the fiscal
+Added: quarter ended March 31, 2025.
+Added: Agreement and Plan of Merger among Asset Entities Inc., Alpha Merger Sub, LLC, Strive Enterprises, Inc., and Strive Asset Management, LLC, dated as of May 6, 2025* (incorporated by reference to Exhibit 2.1 to Current Report on Form 8-K filed on May 7, 2025)
Articles of Incorporation of Asset Entities Inc.
(incorporated by reference to Exhibit 3.1 to Registration Statement on Form S-1 filed on September 2, 2022)
−Removed: Bylaws of Asset Entities Inc.
−Removed: (incorporated by reference to Exhibit 3.2 to Registration Statement on Form S-1 filed on September 2, 2022)
Certificate of Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
filed with the Secretary of State of the State of Nevada on May 24, 2024 (incorporated by reference to Exhibit 3.3 to Registration Statement on Form S-1 filed on June 7, 2024)
−Removed: Certificate of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
+Added: Certificate of Amendment to Designation of Asset Entities Inc.
filed with the Secretary of State of the State of Nevada on June 14, 2024 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on June 20, 2024)
5 unchanged sentences
filed with the Secretary of State of the State of Nevada at 11:38 AM Pacific Daylight Time on September 4, 2024 (incorporated by reference to Exhibit 3.7 to Registration Statement on Form S-1 filed on October 31, 2024)
−Removed: Warrant to Purchase Class B Common Stock issued to Michael R.
−Removed: Jacks, dated as of July 29, 2024 (incorporated by reference to Exhibit 4.8 to Registration Statement on Form S-1 filed on August 9, 2024)
−Removed: Sales Agreement, dated as of September 27, 2024, between Asset Entities Inc.
−Removed: and A.G.P./Alliance Global Partners (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on September 30, 2024)
−Removed: Waiver and Consent, dated as of September 20, 2024, between Asset Entities Inc.
−Removed: and Ionic Ventures, LLC (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on September 23, 2024)
−Removed: Limited Waiver and Consent, dated as of September 26, 2024, between Asset Entities Inc.
−Removed: and Boustead Securities, LLC (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on September 27, 2024)
−Removed: Assignment and Assumption Agreement, dated as of July 30, 2024, among Boustead Securities, LLC, Sutter Securities, Inc., and Asset Entities Inc.
−Removed: (incorporated by reference to Exhibit 10.34 to Registration Statement on Form S-1 filed on August 9, 2024)
−Removed: Assignment and Assumption Agreement, dated as of July 30, 2024, among Sutter Securities, Inc., Michael R.
−Removed: Jacks, Boustead Securities, LLC, and Asset Entities Inc.
−Removed: (incorporated by reference to Exhibit 10.35 to Registration Statement on Form S-1 filed on August 9, 2024)
−Removed: Certifications
−Removed: of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Certifications
−Removed: of Principal Financial and Accounting Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
−Removed: Certifications
−Removed: of Principal Executive Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: Certifications
−Removed: of Principal Financial and Accounting Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: Certificate of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc.
+Added: filed with the Secretary of State of the State of Nevada on January 22, 2025 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on January 22, 2025)
+Added: Bylaws of Asset Entities Inc.
+Added: (incorporated by reference to Exhibit 3.2 to Registration Statement on Form S-1 filed on September 2, 2022)
+Added: Letter Agreement between Asset Entities Inc.
+Added: and Arshia Sarkhani, dated as of March 27, 2025 (incorporated by reference to Exhibit 10.37 to Annual Report on Form 10-K filed on March 31, 2025)
+Added: Letter Agreement between Asset Entities Inc.
+Added: and Matthew Krueger, dated as of March 27, 2025 (incorporated by reference to Exhibit 10.38 to Annual Report on Form 10-K filed on March 31, 2025)
+Added: Letter Agreement between Asset Entities Inc.
+Added: and Kyle Fairbanks, dated as of March 27, 2025 (incorporated by reference to Exhibit 10.39 to Annual Report on Form 10-K filed on March 31, 2025)
+Added: Letter Agreement between Asset Entities Inc.
+Added: and Arman Sarkhani, dated as of March 27, 2025 (incorporated by reference to Exhibit 10.40 to Annual Report on Form 10-K filed on March 31, 2025)
+Added: Letter Agreement between Asset Entities Inc.
+Added: and Jackson Fairbanks, dated as of March 27, 2025 (incorporated by reference to Exhibit 10.41 to Annual Report on Form 10-K filed on March 31, 2025)
+Added: Consulting Letter Agreement between Asset Entities Inc.
+Added: and Michael Gaubert, dated as of March 27, 2025 (incorporated by reference to Exhibit 10.42 to Annual Report on Form 10-K filed on March 31, 2025)
+Added: Amended and Restated Waiver and Consent, dated as of March 20, 2025, between Asset Entities Inc.
+Added: and Ionic Ventures, LLC (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on March 20, 2025)
+Added: Voting and Support Agreement by and among Strive Enterprises, Inc.
+Added: and certain stockholders of Asset Entities Inc., dated as of May 6, 2025* (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on May 7, 2025)
+Added: Certifications of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Certifications of Principal Financial and Accounting Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
+Added: Certifications of Principal Executive Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
+Added: Certifications of Principal Financial and Accounting Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
XBRL Instance Document
5 unchanged sentences
Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
+Added: schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
+Added: The Company hereby undertakes to furnish supplemental
+Added: copies of any of the omitted annexes, schedules and exhibits upon request by the SEC.
+Added: *** Furnished
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 thereunto duly authorized.
−Removed: November 14, 2024
ENTITIES INC.
Arshia Sarkhani
−Removed: Executive Officer and President
−Removed: Executive Officer)
+Added: Arshia Sarkhani
+Added: Chief Executive Officer and President
+Added: (Principal Executive Officer)
Matthew Krueger
−Removed: Financial Officer
+Added: Matthew Krueger
+Added: Chief Financial Officer
(Principal Accounting and Financial Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.