Item 5. Other Information
ITEM
5. OTHER INFORMATION.
We
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
31, 2025 but was not reported.
None
of our directors or “officers,” as defined in Rule 16a-1(f) under the Exchange Act, adopted or terminated a Rule 10b5-1 trading
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
quarter ended March 31, 2025.
37
ITEM
6. EXHIBITS.
Exhibit No.
Description
2.1
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)
3.1
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)
3.2
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)
3.3
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)
3.4
Certificate of Change of Asset Entities Inc. filed with the Secretary of State of the State of Nevada on June 27, 2024 (incorporated by reference to Exhibit 3.1 to Current Report on Form 8-K filed on June 28, 2024)
3.5
Certificate of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc. filed with the Secretary of State of the State of Nevada at 9:58 AM Pacific Daylight Time on September 4, 2024 (incorporated by reference to Exhibit 3.6 to Registration Statement on Form S-1 filed on October 31, 2024)
3.6
Certificate of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc. 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)
3.7
Certificate of Amendment to Designation of Series A Convertible Preferred Stock of Asset Entities Inc. 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)
3.8
Bylaws of Asset Entities Inc. (incorporated by reference to Exhibit 3.2 to Registration Statement on Form S-1 filed on September 2, 2022)
10.1
Letter Agreement between Asset Entities Inc. 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)
10.2
Letter Agreement between Asset Entities Inc. 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)
10.3
Letter Agreement between Asset Entities Inc. 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)
10.4
Letter Agreement between Asset Entities Inc. 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)
10.5
Letter Agreement between Asset Entities Inc. 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)
10.6
Consulting Letter Agreement between Asset Entities Inc. 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)
10.7
Amended and Restated Waiver and Consent, dated as of March 20, 2025, between Asset Entities Inc. and Ionic Ventures, LLC (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed on March 20, 2025)
10.8
Voting and Support Agreement by and among Strive Enterprises, Inc. 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)
31.1**
Certifications of Principal Executive Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2**
Certifications of Principal Financial and Accounting Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1***
Certifications of Principal Executive Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2***
Certifications of Principal Financial and Accounting Officer furnished pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS**
Inline
XBRL Instance Document
101.SCH**
Inline
XBRL Taxonomy Extension Schema Document
101.CAL**
Inline
XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF**
Inline
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB**
Inline
XBRL Taxonomy Extension Label Linkbase Document
101.PRE**
Inline
XBRL Taxonomy Extension Presentation Linkbase Document
104**
Cover
Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
* Annexes,
schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish supplemental
copies of any of the omitted annexes, schedules and exhibits upon request by the SEC.
** Filed
herewith
*** Furnished
herewith
38
SIGNATURES
Pursuant
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.
Date:
May 15, 2025
ASSET
ENTITIES INC.
/s/
Arshia Sarkhani
Name:
Arshia Sarkhani
Title:
Chief Executive Officer and President
(Principal Executive Officer)
/s/
Matthew Krueger
Name:
Matthew Krueger
Title:
Chief Financial Officer
(Principal Accounting and Financial Officer)
39
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.