What changed in this filing

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Item 1. Financial Statements

2026-08-10 compared with 2026-05-14 · 256 added, 149 removed, 500 unchanged (45% of the section changed)

21 unchanged sentences

Total current liabilities 25,262 10,777

Long-term notes payable, at fair value 9,701 —

Operating lease liabilities 3,319 3,512

2 unchanged sentences

Variable Rate Series A Preferred Stock, $ 0.001 par value;

20,000,000 shares authorized, 4,373,194 and 2,012,729 shares issued and outstanding, $ 437.3 million and $ 201.3 million redemption value and liquidation preference as of March 31, 2026 and December 31, 2025, respectively

40,000,000 and 20,000,000 shares authorized, 7,829,502 and 2,012,729 shares issued and outstanding, $ 783.0 million and $ 201.3 million redemption value and liquidation preference as of June 30, 2026 and December 31, 2025, respectively

702,373 148,802

2 unchanged sentences

Class A common stock, $ 0.001 par value;

22,200,000,000 shares authorized, 59,286,628 and 34,936,745 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively

22,200,000,000 shares authorized, 72,164,809 and 34,936,745 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively

Class B common stock, $ 0.001 par value;

1,050,000,000 shares authorized, 9,872,157 and 9,776,540 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively

1,050,000,000 shares authorized, 9,780,018 and 9,776,540 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively

Additional paid-in capital 1,683,299 1,055,595

7 unchanged sentences

Three Months Ended

March 31, 2026 Three Months Ended March 31, 2025

June 30, 2026 Three Months Ended June 30, 2025

Investment advisory fees $ 1,512 $ 1,488

9 unchanged sentences

Total operating expenses 24,396 5,201

Investment gains/(losses):

Investment losses:

Net unrealized loss on digital assets, at fair value ( 228,031 ) —

Net unrealized gain on investments in preferred equity, at fair value 490 —

Total investment gains/(losses), net ( 295,288 ) —

Net unrealized loss on investments in preferred equity, at fair value ( 5,962 ) —

Other investment loss ( 2,801 ) —

Total investment losses ( 236,794 ) —

Net operating loss ( 258,249 ) ( 3,690 )

3 unchanged sentences

Change in fair value on long-term notes payable, at fair value ( 299 ) —

Gain on extinguishment of debt 30 —

Transaction costs — ( 5,437 )

Total other income/(expense) 646 ( 5,185 )

Net loss before income taxes ( 257,603 ) ( 8,875 )

Income tax benefit/(expense) — —

Net loss $ ( 257,603 ) $ ( 8,875 )

Dividends on preferred stock ( 26,209 ) —

Net loss attributable to common stockholders $ ( 283,812 ) $ ( 8,875 )

Weighted average number of common shares outstanding:

75,275,806 2,300,998

Net loss per common share:

$ ( 3.77 ) $ ( 3.86 )

(1) Basic and diluted earnings per common share for Class A and Class B common stock are the same.

The accompanying notes are an integral part of these consolidated financial statements

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)

Successor Predecessor

Six Months Ended

June 30, 2026 Six Months Ended June 30, 2025

Investment advisory fees $ 2,859 $ 2,904

Medical device revenues 2,758 —

Other revenue 84 30

Total revenues 5,701 2,934

Operating expenses:

Fund management and administration 2,913 2,999

Employee compensation and benefits 29,367 4,071

General and administrative expense 12,366 3,358

Marketing and advertising 195 163

Depreciation and amortization 176 106

Total operating expenses 45,017 10,697

Investment losses:

Net unrealized loss on digital assets, at fair value ( 523,809 ) —

Net unrealized loss on investments in preferred equity, at fair value ( 5,472 ) —

Other investment loss ( 2,801 ) —

Total investment losses ( 532,082 ) —

Net operating loss ( 571,398 ) ( 7,763 )

Other income/(expense):

Other income 1,481 576

Interest expense on long-term notes payable, at fair value ( 282 ) —

Change in fair value on long-term notes payable, at fair value ( 2,464 ) —

Loss on extinguishment of debt ( 8,431 ) —

2 unchanged sentences

Bargain purchase gain 66,704 —

Total other income, net 47,243 324

Total other income/(expense) 47,889 ( 4,861 )

Net loss before income taxes ( 523,509 ) ( 12,624 )

21 unchanged sentences

Balance at March 31, 2025 — $ — 1,158,802 $ 72,488 2,000,000 $ — 400,970 $ — — $ — — $ — $ — $ ( 52,895 ) $ 19,593

Net loss — — — — — — — — — — — — — ( 8,875 ) ( 8,875 )

Balance at June 30, 2025 — $ — 1,158,802 $ 72,488 2,000,000 $ — 400,970 $ — — $ — — $ — $ — $ ( 61,770 ) $ 10,718

Mezzanine Equity Stockholders' Equity

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Balance at March 31, 2026 4,373,194 $ 359,174 — $ — — $ — — $ — 59,286,628 $ 59 9,872,157 $ 10 1,468,128 ( 753,414 ) $ 714,783

Share-based compensation expense — — — — — — — — — — — — 5,684 — 5,684

Issuance of Class A common stock — — — — — — — — 12,756,708 13 — — 211,282 — 211,295

Issuance of common stock upon vesting of restricted stock, net of withholding taxes — — — — — — — — 4,938 — 24,396 — ( 137 ) — ( 137 )

Conversions of Class B common stock to Class A common stock — — — — — — — — 116,535 — ( 116,535 ) — — — —

Issuance of Variable Rate Series A Perpetual Preferred Stock 3,456,308 345,663 — — — — — — — — — — — — —

Issuance costs — ( 2,464 ) — — — — — — — — — — ( 1,658 ) — ( 1,658 )

Preferred stock dividends declared — — — — — — — — — — — — — ( 26,209 ) ( 26,209 )

Net loss — — — — — — — — — — — — ( 257,603 ) ( 257,603 )

Balance at June 30, 2026 7,829,502 $ 702,373 — $ — — $ — — $ — 72,164,809 $ 72 9,780,018 $ 10 $ 1,683,299 $ ( 1,037,226 ) $ 646,155

The accompanying notes are an integral part of these consolidated financial statements

2 unchanged sentences

Successor Predecessor

Three Months Ended

March 31, 2026 Three Months Ended March 31, 2025

Six Months Ended

June 30, 2026 Six Months Ended June 30, 2025

Cash flows from operating activities:

6 unchanged sentences

Loss on change in fair value of bitcoin held as collateral under Coinbase Loan 2,594 —

Net unrealized gain on investments in preferred equity, at fair value ( 490 ) —

Net unrealized loss on investments in preferred equity, at fair value 5,472 —

Change in fair value on long-term notes payable, at fair value 2,464 —

Loss on extinguishment of debt 8,431 —

Other investment loss 2,801 —

Share-based compensation expense 12,213 —

9 unchanged sentences

Purchases of digital assets, at fair value ( 540,556 ) —

Purchases of property and equipment — ( 50 )

Cash acquired through business combination 3,513 —

Purchases of intangible assets — ( 123 )

Purchases of investments in preferred equity, at fair value ( 50,499 ) —

9 unchanged sentences

Payment of withholding tax on vesting of restricted stock ( 525 ) —

Extinguishment of long-term notes payable, at fair value ( 9,970 ) —

Extinguishment of Coinbase Loan ( 20,310 ) —

8 unchanged sentences

Class A common stock issued as part of business combination 311,183 —

Accrued but unpaid financing transaction costs — 450

Assets and liabilities resulting from business combination:

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(1) Organization

(the "Company", "Strive", or the "Successor"), a Nevada corporation, is a structured finance company and institutional asset manager company trading on The Nasdaq Stock Market LLC ("Nasdaq") under the symbol "ASST".

(the "Company", "Strive", or the "Successor"), a Nevada corporation, is a structured finance company with a Bitcoin-focused treasury strategy trading on The Nasdaq Stock Market LLC ("Nasdaq") under the symbol "ASST".

The Company operates through wholly-owned subsidiaries, including, among others, Strive Enterprises, Inc.

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SAM is not responsible for selecting broker-dealers or placing trades for the Funds.

Products are offered through intermediaries in a variety of vehicles, ETFs, separate accounts, and collective investment trust funds.

Products are offered through intermediaries in a variety of vehicles, ETFs, and separate accounts.

On May 6, 2025, SEI (the "Predecessor") entered into that certain Agreement and Plan of Merger, dated as of May 6, 2025, as amended by that certain Amended and Restated Agreement and Plan of Merger, dated as of June 27, 2025 (the "Asset Entities Merger Agreement") with Asset Entities Inc.

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is the Successor.

The financial information for the three months ended March 31, 2025 reflect the historical financial information of the Predecessor and is referred to as the "Predecessor Period".

The financial information as of March 31, 2026 and December 31, 2025 and for the three months ended March 31, 2026 reflect the financial information of Strive, Inc.

The financial information for the three and six months ended June 30, 2025 reflects the historical financial information of the Predecessor and are referred to as the "Predecessor Periods".

The financial information as of June 30, 2026 and December 31, 2025 and for the three and six months ended June 30, 2026 reflects the financial information of Strive, Inc.

and are referred to as the "Successor Periods".

Use of estimates

The preparation of consolidated financial statements in conformity with GAAP requires management of the Company to make estimates and assumptions that affect the reporting amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and accompanying notes.

The preparation of consolidated financial statements in conformity with GAAP requires management of the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and accompanying notes.

Due to uncertainties in the estimation process, actual results could differ from those estimates.

Reverse stock split

On February 6, 2026, the Company amended its articles of incorporation in order to effect a 1-for-20 reverse stock split of its authorized shares of Class A and Class B common stock.

Concurrently with the reverse stock split of such authorized shares, every 20 shares of the Company’s Class A and Class B common stock issued and outstanding before such split were reclassified into one share of Class A or Class B common stock, respectively, without any action on the part of the holders.

Concurrently with

the reverse stock split, the number of shares of Class A common stock available to purchase and the related shares underlying outstanding warrants were adjusted pro-rata to give effect to the reverse stock split.

On February 6, 2026, the Company amended its articles of incorporation in order to effect a 1:20 reverse stock split (the "Reverse Stock Split") of its authorized shares of Class A and Class B common stock.

Concurrently with the Reverse Stock Split of such authorized shares, every 20 shares of the Company’s Class A and Class B common stock issued and outstanding before such split

were reclassified into one share of Class A or Class B common stock, respectively, without any action on the part of the holders.

Concurrently with the Reverse Stock Split, the number of shares of Class A common stock available to purchase and the related shares underlying outstanding warrants were adjusted pro-rata to give effect to the Reverse Stock Split.

All historical share and per-share amounts of the Successor reflected throughout the accompanying consolidated financial statements and other financial information in this Quarterly Report have been retroactively adjusted to reflect the Reverse Stock Split as if the split occurred as of the earliest Successor period presented.

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No fractional shares were issued in connection with the Reverse Stock Split.

Any fractional share of Class A or Class B common stock that would otherwise have resulted from the reverse split were rounded up to the nearest whole share.

Any fractional share of Class A or Class B common stock that would otherwise have resulted from the Reverse Stock Split were rounded up to the nearest whole share.

Digital assets, at fair value

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The Company accounts for its investments in preferred equity in accordance with ASC 321, Investments - Equity Securities , as these investments do not provide the Company with a controlling financial interest or significant influence.

The Company records its investments in preferred equity at fair value on a periodic basis, with changes in fair value recorded in the consolidated statements of operations.

The Company records its investments in preferred equity at fair value, with changes in fair value recorded in the consolidated statements of operations.

Earnings per share ("EPS")

3 unchanged sentences

The impact from potential shares of common stock on the diluted earnings per share calculation are included when dilutive.

Potential shares of Class A common stock consisting of shares underlying employee share awards and outstanding warrants are computed using the treasury stock method, while potential shares from the Semler Convertible Notes are computed using the if-converted method.

Potentially dilutive shares are only included in the amount of dilutive shares if their impact results in dilution to net income (loss) per share.

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Any changes in fair value are recognized in net income within net unrealized gain (loss) on digital assets, at fair value.

As of March 31, 2026, there are no contractual restrictions on the Company's holdings of digital assets.

The following table provides a summary of the changes in the Company's digital assets, at fair value for the three months ended March 31, 2026 (in thousands):

As of June 30, 2026 and December 31, 2025, there are no contractual restrictions on the Company's holdings of digital assets.

The following table provides a summary of the changes in the Company's digital assets, at fair value for the three and six months ended June 30, 2026 (in thousands):

Three Months Ended

March 31, 2026

June 30, 2026 Six Months Ended

June 30, 2026

Balance, beginning of period $ 929,396 $ 668,486

1 unchanged sentence

Release of bitcoin held as collateral upon extinguishment of Coinbase Loan — 35,377

Aggregate cost basis 1,225,174

Change in fair value ( 228,031 ) ( 523,809 )

2 unchanged sentences

The Company did not hold any investments in digital assets prior to September 12, 2025.

March 31, 2026 December 31, 2025

June 30, 2026 December 31, 2025

Approximate number of bitcoin held 19,864 7,627

Aggregate bitcoin cost basis $ 1,882,956 $ 862,994

Aggregate bitcoin fair value $ 1,164,639 $ 668,486

Weighted average acquisition cost $ 94,793 $ 113,153

6 unchanged sentences

The Company accounted for the transaction as a business combination under ASC 805, Business Combinations , with the Company being the acquirer.

As a result, the Company recognized the assets acquired and liabilities assumed at their acquisition date fair value, with a bargain purchase gain of $ 66.7 million recognized based on the excess of the net assets acquired and consideration transferred.

The initial accounting for the acquisition is provisional because the fair values of certain assets acquired and liabilities assumed have not yet been finalized.

The Company expects to finalize the valuation and accounting within the measurement period, which will not exceed one year from the acquisition date.

As part of the Semler Scientific Merger, the Company incurred transaction costs of $ 6.5 million during the three months ended March 31, 2026.

As part of the Semler Scientific Merger, the Company incurred transaction costs of $ 6.5 million during the six months ended June 30, 2026.

There were no transaction costs incurred related to the Semler Scientific Merger during the three months ended June 30, 2026.

The following table summarizes the consideration transferred and the assets acquired and liabilities assumed at their acquisition date fair value (in thousands):

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The Company believes such estimates and assumptions to be reasonable;

however, the unaudited pro forma financial information is not necessarily indicative of what the combined company's results would have been had the acquisition been completed as of the beginning of the periods as indicated, nor does it purport to represents the Company's future results.

As the financial information for the three months ended March 31, 2025 represents the financial information of the Predecessor, no such pro forma financial information has been included.

There are no pro forma adjustments for the three months ended June 30, 2026.

As the financial information for the three and six months ended June 30, 2025 represents the financial information of the Predecessor, no such pro forma financial information has been included.

Amounts below are presented in thousands, other than per-share amounts.

Three Months Ended

March 31, 2026

Six Months Ended

June 30, 2026

Total revenues $ 6,090

2 unchanged sentences

On January 16, 2026, in connection with the Semler Scientific Merger, the Company assumed $ 100.0 million of the 4.25 % Convertible Senior Notes due 2030 (the “Semler Convertible Notes”) from Semler Scientific.

Upon the completion of the Semler Scientific Merger, Semler Scientific, Strive, and U.S Bank Trust Company, National Association, as trustee, entered into a supplemental indenture, dated January 16, 2026 (the “Supplemental Indenture”), to that certain indenture, dated as of January 28, 2025 (such indenture as so amended, supplemented and modified from time to time, the “Convertible Notes Indenture”), pursuant to which Semler Scientific originally issued its Semler Convertible Notes.

Upon the completion of the Semler Scientific Merger, Semler Scientific, Strive, and U.S.

Bank Trust Company, National Association, as trustee, entered into a supplemental indenture, dated January 16, 2026 (the “Supplemental Indenture”), to that certain indenture, dated as of January 28, 2025 (such indenture as so amended, supplemented and modified from time to time, the “Convertible Notes Indenture”), pursuant to which Semler Scientific originally issued its Semler Convertible Notes.

In addition, the Company assumed Semler Scientific's capped call contracts, which were intended to reduce potential dilution or offset any cash payments.

On January 22, 2026, the Company entered into separate, privately negotiated exchange agreements with certain holders of the Semler Convertible Notes, representing $ 90.0 million aggregate principal amount of the Semler Convertible Notes, pursuant to which such holders exchanged their Semler Convertible Notes for approximately 929,999 newly issued shares of the Company's Variable Rate Series A Perpetual Preferred Stock, par value $ 0.001 per share (the "SATA Stock") concurrent with the closing of the Follow-On Offering (as defined below) (the “Notes Exchange”).

On January 22, 2026, the Company entered into separate, privately negotiated exchange agreements with certain holders of the Semler Convertible Notes, representing $ 90.0 million aggregate principal amount of the Semler Convertible Notes, pursuant to which such holders exchanged their Semler Convertible Notes for approximately 929,999 newly issued shares of the Company's SATA Stock (as defined below) concurrent with the closing of the Follow-On Offering (as defined below) (the “Notes Exchange”).

During the three months ended June 30, 2026, the Company retired the remaining long-term notes payable, at fair value, resulting in no Semler Convertible Notes being outstanding as of June 30, 2026.

On January 16, 2026, in connection with the Semler Scientific Merger, the Company assumed a $ 20.0 million loan with Coinbase Credit Inc.

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Upon the extinguishment of the Coinbase Loan, 398 bitcoin previously held by the lender as collateral to the Coinbase Loan were returned to the Company's custody, with the lender no longer having the rights to sell, pledge, or re-hypothecate such bitcoin.

As a result, the Company recorded a loss of $ 2.6 million based on the difference between the basis of the receivable for bitcoin collateral and the fair value bitcoin at the extinguishment date.

During the three months ended March 31, 2026, the Company recorded a loss on extinguishment of debt of $ 0.3 million related to the extinguishment of the Coinbase Loan.

As a result, the Company recorded a loss of $ 2.6

million during the six months ended June 30, 2026 based on the difference between the basis of the receivable for bitcoin collateral and the fair value of bitcoin at the extinguishment date.

During the six months ended June 30, 2026, the Company recorded a loss on extinguishment of debt of $ 0.3 million related to the extinguishment of the Coinbase Loan.

There was no loss on extinguishment of debt related to the Coinbase Loan during the three months ended June 30, 2026.

Acquisition of Asset Entities, Inc.

3 unchanged sentences

was renamed Strive, Inc.

As part of the Asset Entities Merger, the Company incurred transaction costs of $ 5.4 million during the three and six months ended June 30, 2025.

There were no transaction costs incurred related to the Asset Entities Merger during the three and six months ended June 30, 2026.

(5) Investments in Preferred Equity, at Fair Value

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The Company utilizes such investments in preferred equity for yield generation, while maintaining flexibility to use such investments to fund current operations when necessary.

As of June 30, 2026, the Company held 505,000 shares of STRC Stock with a notional amount of $ 50.5 million.

The Company did not hold any investments in preferred equity, at fair value as of December 31, 2025.

A summary of the changes of the Company's investments in preferred equity, at fair value are summarized below (in thousands):

Three Months Ended

March 31, 2026

Three Months Ended June 30, 2026 Six Months Ended June 30, 2026

Balance, beginning of period $ 50,510 $ —

6 unchanged sentences

On January 16, 2026, in connection with the Semler Scientific Merger, the Company assumed $ 100.0 million of the 4.25 % Convertible Senior Notes due 2030 from Semler Scientific (the "Semler Convertible Notes").

The Semler Convertible Notes had an original maturity of August 1, 2030, and interest was payable semiannually in arrears on February 1 and August 1 of each year.

In addition, the Company assumed Semler Scientific's capped call contracts, which were intended to reduce potential dilution or offset any cash payments.

The Semler Convertible Notes are general senior, unsecured obligations of the Company and will mature on August 1, 2030, unless earlier converted, redeemed or repurchased.

The Semler Convertible Notes bear interest at a rate of 4.25 % per year, payable semiannually in arrears on February 1 and August 1 of each year, beginning on August 1, 2025.

The Semler Convertible Notes are convertible for Class A common stock at the option of the holders based on the terms as set forth in the Convertible Notes Indenture.

On or after May 1, 2030 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders of the Semler Convertible Notes may convert all or any portion of their Semler Convertible Notes at any time.

Upon conversion, the Company may satisfy its conversion obligation by paying and/or delivering, as the case may be, cash, shares of its Class A common stock or a combination of cash and shares of its Class A common stock, at the Company’s election, in the manner and subject to the terms and conditions provided in the Convertible Notes Indenture.

As of March 31, 2026, the conversion rate for the Semler Convertible Notes was 13.7694 shares of the Company’s Class A common stock per $1,000 principal amount of Semler Convertible Notes.

The conversion rate of the Semler Convertible Notes is subject to adjustment under certain circumstances in accordance with the terms of the Convertible Notes Indenture.

The Company may not redeem the Semler Convertible Notes prior to August 4, 2028.

The Company may redeem for cash all or any portion of the Semler Convertible Notes (subject to the partial redemption limitation described in the Convertible Notes Indenture), at its option, on or after August 4, 2028 and prior to the 21st scheduled trading day immediately preceding the maturity date, if the last reported sale price of its common stock has been at least 130 % of the conversion price for the Semler Convertible Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100 % of the principal amount of the Semler Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

The Company elected the fair value option on the Semler Convertible Notes, with changes in fair value recorded through earnings each period.

SATA Stock concurrent with the closing of the Follow-On Offering.

During the three months ended March 31, 2026, the Company recorded a loss on extinguishment of debt of $ 8.2 million related to the partial extinguishment of the Semler Convertible Notes.

During the three months ended March 31, 2026, the Company recorded a change in fair value on long-term notes payable, at fair value of $ 2.2 million.

As of March 31, 2026, $ 10.0 million aggregate principal amount of the Semler Convertible Notes remained outstanding.

During the period from April 1, 2026 to May 12, 2026, the Company repurchased the remaining balance of long-term notes payable, at fair value.

As of May 12, 2026, the Company has no short or long-term debt outstanding.

On January 22, 2026, the Company entered into separate, privately negotiated exchange agreements with certain holders of the Semler Convertible Notes, representing $ 90.0 million aggregate principal amount of the Semler Convertible Notes, pursuant to which such holders exchanged their Semler Convertible Notes for approximately 929,999 newly issued shares of SATA Stock concurrent with the closing of the Follow-On Offering.

During the three months ended June 30, 2026, the Company retired the remaining long-term notes payable, at fair value, resulting in no Semler Convertible Notes being outstanding as of June 30, 2026.

During the three months ended June 30, 2026, the Company recorded a gain on extinguishment of debt of less than $ 0.1 million, while a loss on extinguishment of debt of $ 8.1 million was recognized for the six months ended June 30, 2026 based on the difference in the fair value of consideration exchanged and the basis of the extinguished long-term debt.

During the three and six months ended June 30, 2026, the Company recorded a change in fair value on long-term notes payable, at fair value of $ 0.3 million and $ 2.5 million, respectively.

The Company earns substantially all of its revenue from investment advisory, medical device operations (including software licensing, fee-per-test, and hardware sales), and other investment management services.

The table below summarizes the Company's investment advisory fees, medical device revenues, and other revenue (in thousands):

Successor Predecessor

Three Months Ended

March 31, 2026 Three Months Ended

March 31, 2025

Three Months Ended Six Months Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

Successor Predecessor Successor Predecessor

Investment advisory fees $ 1,512 $ 1,488 $ 2,859 $ 2,904

24 unchanged sentences

The valuation techniques used by the Company when measuring the fair value prioritize the use of observable inputs and minimize the use of unobservable inputs.

The carrying value of cash and cash equivalents, compensation and benefits payable, accounts payable and other liabilities, and dividends payable are considered to be a reasonable estimate of fair value due to the short term nature and low credit risk of these short-term financial instruments.

The tables below provides a summary of the Company's financial assets and liabilities carried at fair value on a recurring basis, including the level in the fair value hierarchy, as of March 31, 2026 and December 31, 2025 (in thousands):

March 31, 2026 December 31, 2025

Level Fair Value Fair Value

Investments in preferred equity, at fair value Level 1 $ 50,510 $ —

Digital assets, at fair value Level 1 929,396 668,486

Long-term notes payable, at fair value Level 1 $ 9,701 $ —

Other than the financial assets and liabilities listed in the table below, the carrying value of the Company's financial assets and liabilities are considered to be a reasonable estimate of fair value due to the short term nature and low credit risk of these short-term financial instruments.

The table below provides a summary of the Company's financial assets and liabilities carried at fair value on a recurring basis, including the level in the fair value hierarchy, as of June 30, 2026 and December 31, 2025 (in thousands):

June 30, 2026 December 31, 2025

Financial Statement Line Level Fair Value Fair Value

Investments in preferred equity, at fair value Investments in preferred equity, at fair value Level 1 $ 42,854 $ —

Digital assets, at fair value Digital assets, at fair value Level 1 1,164,639 668,486

(10) Share-Based Compensation

5 unchanged sentences

2024 Stock Option and Incentive Plan (collectively, the "Semler Scientific Plans"), respectively, were assumed by the Company.

As of March 31, 2026, 1.1 million options remain outstanding, with a weighted average exercise price of $ 32.26 .

As of March 31, 2026, aggregate unrecognized compensation expense for outstanding option awards was $ 2.1 million, which is expected to be recognized over a remaining weighted-average period of 2.8 years.

As of June 30, 2026, 1.0 million options remain outstanding, with a weighted average exercise price of $ 32.91 .

As of June 30, 2026, aggregate unrecognized compensation expense for outstanding option awards was $ 1.9 million, which is expected to be recognized over a remaining weighted-average period of 2.5 years.

Incentive Stock Options

1 unchanged sentence

A maximum of 5.5 million shares of common stock were authorized for issuance under the 2026 Plan.

Of this amount, 5.5 million shares remain available for future awards as of March 31, 2026.

Of this amount, 5.5 million shares remain available for future awards as of June 30, 2026.

Restricted Stock and Restricted Stock Units

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Compensation cost is recognized using the straight-line method over the requisite service period, to the extent such performance condition is deemed probable, which occurred upon the consummation of the Asset Entities Merger.

As of March 31, 2026, there are no shares available for future awards under the 2022 Plan.

The 2026 Plan permits the grant of up to 5.9 million shares of common stock, of which 5.0 million remain available for future awards as of March 31, 2026.

During the three months ended March 31, 2026, the Company granted 0.9 million RSU awards with a grant date fair value of $ 9.2 million.

As of June 30, 2026, there are no shares available for future awards under the 2022 Plan.

The 2026 Plan permits the grant of up to 5.9 million shares of common stock, of which 5.0 million remain available for future awards as of June 30, 2026.

During the three months ended June 30, 2026, the Company granted 31 thousand RSU awards with a grant date fair value of $ 0.3 million.

The RSU awards were valued using the market price of our Class A common stock at the grant date.

During the three months ended March 31, 2025, the Predecessor granted 27 thousand RSU awards (which, after giving effect to the Exchange Ratio as a result of the Asset Entities Merger, equaled 1.9 million RSU awards, or 94 thousand on a split-adjusted basis) with a grant date fair value of $ 1.3 million.

At March 31, 2026, aggregate unrecognized compensation expense for unvested equity awards was $ 47.1 million, which is expected to be recognized over a remaining weighted-average period of 2.6 years.

During the three months ended June 30, 2025, the Predecessor did not grant any RSU awards.

During the six months ended June 30, 2026, the Company granted 0.9 million RSU awards with a grant date fair value of $ 9.5 million.

The RSU awards were valued using the market price of our Class A common stock at the grant date.

During the six months ended June 30, 2025, the Predecessor granted 27 thousand RSU awards (which, after giving effect to the Exchange Ratio as a result of the Asset Entities Merger, equaled 1.9 million RSU awards, or 94 thousand on a split-adjusted basis) with a grant date fair value of $ 1.3 million.

At June 30, 2026, aggregate unrecognized compensation expense for unvested equity awards was $ 42.0 million, which is expected to be recognized over a remaining weighted-average period of 2.4 years.

At December 31, 2025, aggregate unrecognized compensation expense for unvested equity awards was $ 43.8 million, which is expected to be recognized over a remaining weighted-average period of 2.5 years.

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For each share of Class A common stock and PIPE Pre-Funded Warrant purchased, the holder received a traditional warrant (the "PIPE Traditional Warrants"), which gives the holder the right to purchase a share of Class A common stock (1/20th of a share of Class A common stock on a split-adjusted basis) at an exercise price of $ 1.35 per share ($ 27.00 on a split-adjusted basis).

The table below summarizes activity related to the Company's PIPE Traditional Warrants and PIPE Pre-Funded Warrants for the three months ended March 31, 2026:

The table below summarizes activity related to the Company's PIPE Traditional Warrants and PIPE Pre-Funded Warrants for the three and six months ended June 30, 2026:

Three Months Ended

March 31, 2026

PIPE Traditional Warrants PIPE Pre-Funded Warrants

June 30, 2026 Six Months Ended

June 30, 2026

PIPE Traditional Warrants PIPE Pre-Funded Warrants PIPE Traditional Warrants PIPE Pre-Funded Warrants

PIPE warrants outstanding, beginning of period 531,888,702 — 531,888,702 1,072,289

Issued — — — —

Exercised — — — ( 1,072,289 )

Expired — — — —

PIPE warrants outstanding, end of period 531,888,702 — 531,888,702 —

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On September 15, 2025, the Company entered into a Controlled Equity Offering SM Sales Agreement (the “ASST Sales Agreement”) with Cantor Fitzgerald & Co.

(the “Agent”), pursuant to which the Company, from time to time, at its option, may offer and sell shares of its Class A common stock to or through the Agent, acting as the principal and/or the sole agent, having an aggregate sales price of up to $ 450.0 million.

During the three months ended March 31, 2026, the Company issued 8.2 million shares of Class A common stock for aggregate gross proceeds of $ 95.0 million.

As of March 31, 2026, the Company has the availability to raise approximately $ 276.3 million through the issuance and sale of its Class A common stock pursuant to the ASST Sales Agreement.

(“Cantor”), pursuant to which the Company, from time to time, at its option, may offer and sell shares of its Class A common stock to or through the Agent, acting as the principal and/or the sole agent, having an aggregate sales price of up to $ 450.0 million.

On June 5, 2026, the Company, Cantor and Barclays Capital Inc., Clear Street LLC, The Benchmark Company, LLC, StoneX Financial Inc., B.

Riley Securities, Inc., Maxim Group LLC and H.C.

Wainwright & Co., LLC (together, with Cantor, the “ASST Agents”) amended and restated the ASST Sales Agreement (as amended and restated, the “A&R ASST Sales Agreement”), pursuant to which, from time to time, the Company may offer and sell through the ASST Agents, as sales agents, up to $ 2.55 billion of Common Stock, pursuant to one or more “at the market” offerings.

During the three months ended June 30, 2026, the Company issued 12.8 million shares of Class A common stock for aggregate gross proceeds of $ 211.3 million.

During the six months ended June 30, 2026, the Company issued 20.9 million shares of Class A common stock for aggregate gross proceeds of $ 306.2 million.

As of June 30, 2026, the Company has the availability to raise approximately $ 2.2 billion through the issuance and sale of its Class A common stock pursuant to the A&R ASST Sales Agreement.

Share Repurchase Program

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Repurchases may be made through open market purchases or privately negotiated transactions, including through Rule 10b5-1 plans.

During the three months ended March 31, 2026, the Company has not repurchased any Class A common stock.

As of March 31, 2026, $ 500.0 million of Class A common stock remains available for repurchase through the share repurchase program.

During the three and six months ended June 30, 2026, the Company has not repurchased any Class A common stock.

As of June 30, 2026, $ 500.0 million of Class A common stock remains available for repurchase through the share repurchase program.

(12) Redeemable Preferred Stock

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Variable Rate Series A Perpetual Preferred Stock

On November 10, 2025, the Company completed a registered public offering of 2,000,000 shares of its SATA Stock.

On November 10, 2025, the Company completed a registered public offering (the "Initial Offering") of 2,000,000 shares of its SATA Stock.

The Company filed a certificate of designation (the "Certificate of Designation") with the Nevada Secretary of State designating and establishing the terms of the SATA Stock.

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The SATA Stock accumulates cumulative dividends ("regular dividends") at a variable rate (as described below) per annum on the stated amount of $ 100 per share thereof.

Regular Dividends on the SATA Stock will be payable when, as and if declared by the Company’s board of directors or any duly authorized committee thereof, out of funds legally available for their payment, monthly in arrears on the 15th calendar day of each calendar month.

The Company has the right, in its sole and absolute discretion, to adjust the monthly regular dividend rate per annum applicable to subsequent regular dividend periods.

The Company’s right to adjust the monthly regular dividend rate per annum is subject to certain restrictions.

For example, the Company is not permitted to reduce the monthly regular dividend rate per annum that will apply to any regular dividend period (i) by more than the following amount from the monthly regular dividend rate per annum applicable to the prior regular dividend period:

The Company has the right, in its sole and absolute discretion, to adjust the regular dividend rate per annum applicable to subsequent regular dividend periods.

The Company’s right to adjust the regular dividend rate per annum is subject to certain restrictions.

For example, the Company is not permitted to reduce the regular dividend rate per annum that will apply to any regular dividend period (i) by more than the following amount from the regular dividend rate per annum applicable to the prior regular dividend period:

the sum of (1) 25 basis points;

and (2) the excess, if any, of (x) the one-month term secured overnight financing rate (“SOFR”) rate on the first business day of such prior regular dividend period, over (y) the minimum of the one-month term SOFR rates that occur on the business days during the period from, and including, the first business day of such prior regular dividend period to, and including, the last business day of such prior regular dividend period;

or (ii) to a rate per annum that is less than the one-month term SOFR rate in effect on the business day before the Company provides notice of the next monthly regular dividend rate per annum.

In addition, the Company is not entitled to elect to reduce the monthly regular dividend rate per annum unless and until (x) three ( 3 ) months following the initial issue date, or such earlier time as the arithmetic average of the last reported sale prices per share of SATA Stock for each trading day of twenty ( 20 ) consecutive trading days at any time during the three ( 3 ) months following the initial issuance date exceeds $ 100 , (y) all accumulated regular dividends, if any, on the SATA Stock then outstanding for all prior completed regular dividend periods, if any, have been paid in full, and (z) the arithmetic average of the last reported sale prices per share of SATA Stock for each trading day during the immediately preceding regular dividend period is not less than $ 99 per share.

The Company’s current intention (which is subject to change in the Company’s sole and absolute discretion) is to adjust the monthly regular dividend rate per annum in such manner as the Company believes will maintain SATA Stock’s trading price within its stated long-term range of $ 99 and $ 101 per share.

or (ii) to a rate per annum that is less than the one-month term SOFR rate in effect on the business day before the Company provides notice of the next regular dividend rate per annum.

In addition, the Company is not entitled to elect to reduce the regular dividend rate per annum unless and until (x) three ( 3 ) months following the initial issue date, or such earlier time as the arithmetic average of the last reported sale prices per share of SATA Stock for each trading day of twenty ( 20 ) consecutive trading days at any time during the three ( 3 ) months following the initial issuance date exceeds $ 100 , (y) all accumulated regular dividends, if any, on the SATA Stock then outstanding for all prior completed regular dividend periods, if any, have been paid in full, and (z) the arithmetic average of the last reported sale prices per share of SATA Stock for each trading day during the immediately preceding regular dividend period is not less than $ 99 per share.

The Company’s current intention (which is subject to change in the Company’s sole and absolute discretion) is to adjust the regular dividend rate per annum in such manner as the Company believes will maintain SATA Stock’s trading price within its stated long-term range of $ 99 and $ 101 per share.

Declared regular dividends on the SATA Stock will be payable solely in cash.

In the event that any accumulated regular dividend on the SATA Stock is not paid on the applicable regular dividend payment date, then SATA Compounded Dividends will accumulate on the amount of such unpaid regular dividend, compounded monthly.

As of March 31, 2026 and December 31, 2025, there are no accumulated SATA Compounded Dividends.

The SATA Stock initially had a liquidation preference of $ 100 per share, subject to adjustment as set forth below (the “Liquidation Preference”), with a Liquidation Preference of $ 100 per share as of March 31, 2026 and December 31, 2025.

As of June 30, 2026 and December 31, 2025, there are no accumulated SATA Compounded Dividends.

Effective immediately after the close of business on each business day after the initial issue date (and, if applicable, during the course of a business day on which any sale transaction to be settled by the issuance of the SATA Stock is executed, from the exact time of the first such sale transaction during such business day until the close of business of such business day), the Liquidation Preference per share of SATA Stock will be adjusted to be the greatest of (i) the stated amount per share of SATA Stock;

the case of any business day with respect to which Strive has, on such business day, executed any sale transaction to be settled by the issuance of SATA Stock, an amount equal to the last reported sale price per share of SATA Stock on the trading day immediately before such business day;

(ii) in the case of any business day with respect to which Strive has, on such business day, executed any sale transaction to be settled by the issuance of SATA Stock, an amount equal to the last reported sale price per share of SATA Stock on the trading day immediately

before such business day;

and (iii) the arithmetic average of the last reported sale prices per share of SATA Stock for each trading day of the ten consecutive trading days (or, if applicable, the lesser number of trading days as have elapsed during the period from, and including, the initial issue date to, but excluding, such business day) immediately preceding such business day.

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However, Strive may not redeem less than all of the outstanding SATA Stock unless at least $ 50.0 million aggregate stated amount of the SATA Stock is outstanding and not called for redemption as of the time Strive provides the related redemption notice.

Strive also has the right, at its election, to redeem all, but not less than all, of the SATA Stock, at any time, for cash if the total number of shares of all SATA Stock then outstanding is less than 25 % of the total number of shares of SATA Stock originally issued in the Offering and in any future offering, taken together (such redemption, a “clean-up redemption”).

Strive also has the right, at its election, to redeem all, but not less than all, of the SATA Stock, at any time, for cash if the total number of shares of all SATA Stock then outstanding is less than 25 % of the total number of shares of SATA Stock originally issued in the Initial Offering and in any future offering, taken together (such redemption, a “clean-up redemption”).

In addition, Strive has the right to redeem all, but not less than all, of the SATA Stock if certain tax events occur (such redemption, a “tax redemption”).

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If an event that constitutes a “Fundamental Change” under the Certificate of Designation governing the SATA Stock occurs, then, subject to certain limitations, holders of the SATA Stock will have the right to require Strive to repurchase some or all of their shares of SATA Stock at a cash repurchase price equal to the stated amount of the SATA Stock to be repurchased, plus accumulated and unpaid regular dividends, if any, to, and including, the Fundamental Change repurchase date.

The SATA Stock has voting rights with respect to certain amendments to Strive’s articles of incorporation and the Certificate of Designation, certain business combination transactions and certain other matters.

The SATA Stock has voting rights with respect to certain amendments to Strive’s articles of incorporation and the Certificate of Designation, as amended, certain business combination transactions and certain other matters.

However, holders of the SATA Stock will not always be entitled to vote with holders of Class A common stock on matters on which holders of Class A common stock are entitled to vote.

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Upon the termination of such right with respect to the SATA Stock and all other outstanding Voting Parity Stock, if any, the term of office of each person then serving as a Preferred Stock Director will immediately and automatically terminate (and, if the authorized number of Strive’s directors was increased by one or two, as applicable, in connection with such election, then the authorized number of Strive’s directors will automatically decrease by one or two, as applicable).

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”).

On May 13, 2026, the Company filed an Amended and Restated Certificate of Designation (as amended by the SATA COD Amendment (as defined below), the “Amended and Restated SATA Certificate of Designation”) with the Nevada Secretary of State (to be effective on the Amendment and Restatement Effective Date (as defined below)), which amended and restated the Certificate of Designation originally filed on November 10, 2025, as amended by that certain Certificate of Amendment to

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 SATA Stock.

On June 5, 2026, the Company filed an amendment to the Original Certificate of Designation with the Nevada Secretary of State (to be effective on June 5, 2026), to increase the number of authorized shares of SATA Stock from 20,000,000 to 40,000,000 .

On June 5, 2026, the Company filed an amendment to the Amended and Restated Certificate of Designation (the “SATA COD Amendment”) with the Nevada Secretary of State (to be effective on the Amendment and Restatement Effective Date), to increase the number of authorized shares of SATA Stock set forth in the Amended and Restated SATA Certificate of Designation from 20,000,000 to 40,000,000 .

The Amended and Restated SATA Certificate of Designation provides that, on and after the Amendment and Restatement Effective Date (as defined below), regular dividend payments on SATA Stock will be calculated on a monthly basis (as contemplated by the Original Certificate of Designation), other than the period from June 16, 2026 to June 30, 2026 (which shall be calculated on a pro rata basis, with such required dividend payments due for such period equal to half a month of regular dividend payments);

provided that any such payments shall be calculated for each Monthly Dividend Period (as defined below) and subdivided and paid on each Regular Dividend Payment Date (as defined below) in equally divided installments based on the number of Regular Dividend Payment Dates in each such Monthly Period (as determined by the Company at least one Business Day (as defined below) prior to such Monthly Period).

provided that any such payments shall be calculated for each Monthly Dividend Period (as defined below) and subdivided and paid on each Regular Dividend Payment Date (as defined below) in equally divided installments based on the number of Regular Dividend Payment Dates in each such Monthly Dividend Period (as determined by the Company at least one Business Day (as defined below) prior to such Monthly Dividend Period).

When and if declared by the board of directors of the Company, dividends will be paid on each Regular Dividend Payment Date to the holders of record as of the Close of Business on the Regular Record Date (as defined below) immediately preceding the applicable Regular Dividend Payment Date.

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If the number of Business Days in a Monthly Dividend Period is less than the number of Business Days as previously determined by the Company in respect of such Monthly Dividend Period as a result of a scheduled Business Day no longer being a Business Day during such Monthly Dividend Period, then the Company may elect to pay any regular dividend installment previously scheduled for such day that was scheduled to be a Business Day but was not a Business Day on any subsequent Business Day by means of an increased payment amount or additional payment without penalty in respect of the delay.

The Amended and Restated SATA Certificate of Designation will be effective as of 12:01 a.m.

Pacific Daylight Time on June 15, 2026 (the “Amendment and Restatement Effective Date”).

Notwithstanding the above, the Regular Dividend occurring on June 15, 2026 for the period on and prior to June 15, 2026 will be calculated and paid and, to the extent applicable, accumulate, in the manner set forth in the Original Certificate of Designation.

The Amended and Restated SATA Certificate of Designation became effective on June 15, 2026 (the “Amendment and Restatement Effective Date”).

Except as summarized above, the material terms of the Amended and Restated SATA Certificate of Designation otherwise remain unchanged from the Original Certificate of Designation.

Dividends on Preferred Stock

During the three months ended March 31, 2026, the Company declared dividends to holders of SATA Stock of $ 13.5 million, or $ 3.1250 per share of SATA Stock.

The monthly regular dividend rate as of March 31, 2026 and December 31, 2025 per annum was 12.75 % and 12.25 %, respectively.

During the three and six months ended June 30, 2026, the Company declared dividends to holders of SATA Stock of $ 26.2 million and $ 39.7 million, respectively, or $ 3.7932 and $ 6.9182 per share of SATA Stock, respectively.

The regular dividend rate as of June 30, 2026 and December 31, 2025 per annum was 13.00 % and 12.25 %, respectively.

At-the-Market Preferred Equity Program

On December 9, 2025, the Company entered into a Controlled Equity Offering SM Sales Agreement (the “SATA Sales Agreement”) with each of Cantor Fitzgerald & Co., Barclays Capital Inc., and Clear Street LLC (each, an "Agent", and collectively the “Agents”), pursuant to which the Company, from time to time, at its option, may offer and sell shares of its SATA Stock to or through the Agents, acting as the principal and/or agent, having an aggregate sales price of up to $ 500.0 million.

During the three months ended March 31, 2026, the Company issued 110 thousand shares of SATA Stock for aggregate gross proceeds of $ 11.0 million.

As of March 31, 2026, the Company had the availability to raise approximately $ 487.8 million through the issuance and sale of its SATA Stock pursuant to the SATA Sales Agreement.

On December 9, 2025, the Company entered into a Controlled Equity Offering SM Sales Agreement (the “SATA Sales Agreement”) with each of Cantor Fitzgerald & Co., Barclays Capital Inc., and Clear Street LLC (each, an "Original SATA Agent", and collectively the “Original SATA Agents”), pursuant to which the Company, from time to time, at its option, may offer and sell shares of its SATA Stock to or through the Original SATA Agents, acting as the principal and/or agent, having an aggregate sales price of up to $ 500.0 million.

On June 5, 2026, the Company, the Original SATA Agents and The Benchmark Company, LLC, StoneX Financial Inc., B.

Riley Securities, Inc., Maxim Group LLC and H.C.

Wainwright & Co., LLC (together, with the Original SATA Agents, the “SATA Agents”) amended and restated the SATA Sales Agreement (as amended and restated, the "A&R SATA Sales Agreement"), pursuant to which, from time to time, the Company may offer and sell through the SATA Agents, as sales agents, up to $ 2.6 billion of SATA Stock, pursuant to one or more “at the market” offerings.

During the three months ended June 30, 2026, the Company issued 3.5 million shares of SATA Stock for aggregate gross proceeds of $ 345.7 million.

During the six months ended June 30, 2026, the Company issued 3.6 million shares of SATA Stock for aggregate gross proceeds of $ 356.7 million.

As of June 30, 2026, the Company had the availability to raise approximately $ 2.2 billion through the issuance and sale of its SATA Stock pursuant to the A&R SATA Sales Agreement.

(13) Basic and Diluted Earnings (Loss) per Common Share

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Basic and diluted earnings (loss) per common share are calculated as follows (in thousands, except for share and per share data):

Successor Predecessor

Three Months Ended

March 31, 2026 Three Months Ended

March 31, 2025

Three Months Ended Six Months Ended

June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025

Successor Predecessor Successor Predecessor

$ ( 257,603 ) $ ( 8,875 ) $ ( 523,509 ) $ ( 12,624 )

Dividends on preferred stock

( 26,209 ) — ( 39,663 ) —

Net loss attributable to common stockholders - Basic

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$ ( 3.77 ) $ ( 3.86 ) $ ( 8.22 ) $ ( 5.52 )

During the three months ended March 31, 2026, 1.3 million weighted-average shares of potential common stock related to outstanding warrants, convertible notes, and stock awards were excluded from the computation of diluted earnings (loss) per common share as their impact would have been anti-dilutive.

During the three months ended March 31, 2025, 1.2 million weighted-average shares of potential common stock were excluded from the computation of diluted earnings (loss) per common share as their impact would have been anti-dilutive and certain performance-contingent RSUs were excluded from the diluted EPS calculation because the contractual contingencies were not met.

During the three and six months ended June 30, 2026, 3.1 million and 3.2 million, respectively, weighted-average shares of potential common stock related to outstanding warrants, convertible notes, and stock awards were excluded from the computation of diluted earnings (loss) per common share as their impact would have been anti-dilutive.

During the three and six months ended June 30, 2025, 1.2 million weighted-average shares of potential common stock were excluded from the computation of diluted earnings (loss) per common share as their impact would have been anti-dilutive and certain performance-contingent RSUs were excluded from the diluted EPS calculation because the contractual contingencies were not met.

(14) Income Taxes

The Company had no income tax benefit or expense during the three months ended March 31, 2026 and 2025, which resulted in an effective tax rate of zero for each period.

The Company had no income tax benefit or expense during the three and six months ended June 30, 2026 and 2025, which resulted in an effective tax rate of zero for each period.

The Company's effective tax rate differs from the U.S.

federal corporate statutory rate of 21.0% primarily due to Company's net loss from operations, which resulted in a net taxable loss for each period.

The Company did not recognize any net deferred tax asset as of March 31, 2026 and December 31, 2025 due to the establishment of a full valuation allowance.

Internal Revenue Code ("IRC") Section 382 addresses company ownership changes and specifically limits the utilization of certain deduction and tax attributes on an annual basis.

federal corporate statutory rate of 21.0% primarily due to the Company's net loss from operations, which resulted in a net taxable loss for each period.

The Company did not recognize any net deferred tax asset as of June 30, 2026 and December 31, 2025 due to the establishment of a full valuation allowance.

Internal Revenue Code ("IRC") Section 382 addresses company ownership changes and specifically limits the utilization of certain deductions and tax attributes on an annual basis.

As a result of the Asset Entities Merger and Semler Scientific Merger, the Company's tax attributes, including net operating losses, may be subject to IRC Section 382 limitations.

(15) Segment Information

Prior to second quarter of 2025, the Company's management evaluated performance and allocated resources in consideration of only one operating segment, the Asset Management segment, as the Company's sole operations were related to its asset management business, with no consideration of a potential bitcoin treasury strategy.

As a result, prior to the second quarter of 2025, all revenues and expenses were related to the Company's Asset Management segment.

Prior to the Company's announcement of the Asset Entities Merger in May 2025, the Company's management evaluated performance and allocated resources in consideration of only one operating segment, the Asset Management segment, as the Company's sole operations were related to its asset management business, with no consideration of a potential bitcoin treasury strategy.

As a result of the Semler Scientific Merger, the Company's management directs operations as three reportable operating segments, the “Asset Management” segment, which provides investment advisory services, the "Medical Device" segment, which operates the medical device operations, and the "Corporate & Other" segment, which includes the Company's bitcoin operations.

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The CODM also evaluates significant revenues and expenses by reportable segment to evaluate key operating decisions.

The following summarizes the information reviewed by the CODM to evaluate the net income (loss) of the Company's Asset Management, Medical Device, and Corporate & Other segments for the three months ended March 31, 2026 and 2025 (amounts in thousands):

Three Months Ended March 31, 2026 (Successor)

Three Months Ended June 30, 2026 (Successor)

Asset Management Medical Device Corporate & Other Total Consolidated

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Total operating expenses 3,667 6,604 14,125 24,396

Investment losses:

Net unrealized loss on digital assets, at fair value — — ( 228,031 ) ( 228,031 )

Net unrealized loss on investments in preferred equity, at fair value — — ( 5,962 ) ( 5,962 )

Other investment loss — — ( 2,801 ) ( 2,801 )

Total investment losses — — ( 236,794 ) ( 236,794 )

Net operating loss ( 2,155 ) ( 5,216 ) ( 250,878 ) ( 258,249 )

Other income/(expense):

Other income — 270 685 955

Interest expense on long-term notes payable, at fair value — — ( 40 ) ( 40 )

Change in fair value on long-term notes payable, at fair value — — ( 299 ) ( 299 )

Gain on extinguishment of debt — — 30 30

Total other income/(expense) — 270 376 646

Net loss before income taxes ( 2,155 ) ( 4,946 ) ( 250,502 ) ( 257,603 )

Income tax benefit/(expense) — — — —

Net loss $ ( 2,155 ) $ ( 4,946 ) $ ( 250,502 ) $ ( 257,603 )

Three Months Ended June 30, 2025 (Predecessor)

Asset Management Medical Device Corporate & Other Total Consolidated

Investment advisory fees $ 1,488 $ — $ — $ 1,488

Other revenue — — 23 23

Total revenues 1,488 — 23 1,511

Operating expenses:

Fund management and administration 1,588 — — 1,588

Employee compensation and benefits 1,245 — 760 2,005

General and administrative expense 514 — 938 1,452

Marketing and advertising 17 — 85 102

Depreciation and amortization — — 54 54

Total operating expenses 3,364 — 1,837 5,201

Investment gains/(losses):

Net unrealized loss on digital assets, at fair value — — — —

Net unrealized gain on investments in preferred equity, at fair value — — 490 490

Net unrealized loss on investments in preferred equity, at fair value — — — —

Net investment gains/(losses) — — — —

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Other income 21 — 231 252

Transaction costs — — ( 5,437 ) ( 5,437 )

Total other income/(expense) 21 — ( 5,206 ) ( 5,185 )

Net loss before income taxes ( 1,855 ) — ( 7,020 ) ( 8,875 )

Income tax benefit/(expense) — — — —

Net loss $ ( 1,855 ) $ — $ ( 7,020 ) $ ( 8,875 )

The following summarizes the information reviewed by the CODM to evaluate the net income (loss) of the Company's Asset Management, Medical Device, and Corporate & Other segments for the six months ended June 30, 2026 and 2025 (amounts in thousands):

Six Months Ended June 30, 2026 (Successor)

Asset Management Medical Device Corporate & Other Total Consolidated

Investment advisory fees $ 2,859 $ — $ — $ 2,859

Medical device revenues — 2,758 — 2,758

Other revenue — — 84 84

Total revenues 2,859 2,758 84 5,701

Operating expenses:

Fund management and administration 2,913 — — 2,913

Employee compensation and benefits 2,826 8,849 17,692 29,367

General and administrative expense 1,276 5,169 5,921 12,366

Marketing and advertising 11 3 181 195

Depreciation and amortization — 63 113 176

Total operating expenses 7,026 14,084 23,907 45,017

Investment losses:

Net unrealized loss on digital assets, at fair value — — ( 523,809 ) ( 523,809 )

Net unrealized loss on investments in preferred equity, at fair value — — ( 5,472 ) ( 5,472 )

Other investment loss — — ( 2,801 ) ( 2,801 )

Total investment losses — — ( 532,082 ) ( 532,082 )

Net operating loss ( 4,167 ) ( 11,326 ) ( 555,905 ) ( 571,398 )

Other income/(expense):

Other income 11 475 995 1,481

Interest expense on long-term notes payable, at fair value — — ( 282 ) ( 282 )

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Net loss $ ( 4,156 ) $ ( 10,851 ) $ ( 508,502 ) $ ( 523,509 )

Three Months Ended March 31, 2025 (Predecessor)

Six Months Ended June 30, 2025 (Predecessor)

Asset Management Medical Device Corporate & Other Total Consolidated

Investment advisory fees $ 2,904 $ — $ — $ 2,904

Medical device revenues — — — —

Other revenue 7 — 23 30

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Net unrealized loss on digital assets, at fair value — — — —

Net unrealized gain on investments in preferred equity, at fair value — — — —

Net unrealized loss on investments in preferred equity, at fair value — — — —

Net investment gains/(losses) — — — —

2 unchanged sentences

Other income 345 — 231 576

Interest expense on long-term notes payable, at fair value — — — —

Change in fair value on long-term notes payable, at fair value — — — —

Loss on extinguishment of debt — — — —

Loss on change in fair value of bitcoin held as collateral under Coinbase Loan — — — —

Transaction costs — — ( 5,437 ) ( 5,437 )

Bargain purchase gain — — — —

Total other income/(expense) 345 — ( 5,206 ) ( 4,861 )

9 unchanged sentences

(16) Subsequent Events

Change to Daily Dividend Payments on Variable Rate Series A Perpetual Preferred Stock

Pursuant to the Amended and Restated SATA Certificate of Designation as described in Note 12, the frequency of regular dividend payments on SATA Stock shall be changed from a monthly basis to a per-Business Day basis.

Daily dividends will begin on June 16, 2026 and be paid if and when declared by the board of directors of the Company.

Digital asset, STRC Stock, and cash and cash equivalents update

During the period from April 1, 2026 to May 12, 2026, the Company purchased 1,381 bitcoin at an average price of approximately $ 76,524 per bitcoin, inclusive of fees and expenses.

As of May 12, 2026, the Company held $ 87.6 million of cash and cash equivalents and held STRC Stock with a fair value of $ 50.5 million.

The Company's bitcoin treasury totaled 15,009 bitcoin as of May 12, 2026.

Dividend Rate on SATA Stock

Strive's board of directors maintained the regular dividend rate per annum on the Company’s SATA Stock at 13.00 %, effective for monthly periods commencing on or after May 16, 2026.

During the period from April 1, 2026 to May 12, 2026, the Company repurchased the remaining balance of long-term notes payable, at fair value.

As of May 12, 2026, the Company has no short or long-term debt outstanding.

During the period from July 1, 2026 to August 7, 2026, the Company purchased 303 bitcoin at an average price of approximately $ 64,494 per bitcoin, inclusive of fees and expenses.

As of August 7, 2026, the Company held $ 154.9 million of cash and cash equivalents and held STRC Stock with a fair value of $ 48.0 million.

The Company's bitcoin treasury totaled 20,167 bitcoin as of August 7, 2026.

Capital stock update

As of May 12, 2026, the Company had 63,211,995 and 9,870,636 shares of Class A common stock and Class B common stock outstanding, respectively.

As of May 12, 2026, the Company had 4,959,536 shares of SATA Stock outstanding, which currently pays a monthly regular dividend rate per annum of 13.00 %.

As of August 7, 2026, the Company had 75,649,368 and 9,792,535 shares of Class A common stock and Class B common stock outstanding, respectively.

As of August 7, 2026, the Company had 7,829,502 shares of SATA Stock outstanding, which currently pays a monthly regular dividend rate per annum of 13.00 %.

At-the-market offerings

During the period from April 1, 2026 to May 12, 2026, the Company issued an aggregate of 3,894,512 shares of its Class A common stock under the ASST Sales Agreement for aggregate gross proceeds of $ 58.4 million.

As of May 12, 2026, the Company has the availability to raise approximately $ 217.9 million through the issuance and sale of its Class A common stock pursuant to the ASST Sales Agreement.

During the period from April 1, 2026 to May 12, 2026, the Company issued an aggregate of 586,342 shares of its SATA Stock under the SATA Sales Agreement for aggregate gross proceeds of $ 58.6 million.

As of May 12, 2026, the Company has the availability to raise approximately $ 429.2 million through the issuance and sale of its SATA Stock pursuant to the SATA Sales Agreement.

During the period from July 1, 2026 to August 7, 2026, the Company issued an aggregate of 3,415,998 shares of its Class A common stock under the A&R ASST Sales Agreement for aggregate gross proceeds of $ 43.0 million.

As of August 7, 2026, the Company has the availability to raise approximately $ 2.12 billion through the issuance and sale of its Class A common stock pursuant to the A&R ASST Sales Agreement.

During the period from July 1, 2026 to August 7, 2026, the Company issued no shares of its SATA Stock under the A&R SATA Sales Agreement.

As of August 7, 2026, the Company has the availability to raise approximately $ 2.24 billion through the issuance and sale of its SATA Stock pursuant to the A&R SATA Sales Agreement.

The Company has evaluated subsequent events through the date of the issuance of this Quarterly Report and determined that, except as disclosed within these consolidated financial statements, there have been no other events that have occurred that would require accrual or additional disclosure.

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.

What changed 10-Q

Item 1. Financial Statements