Strive, Inc.

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 25, 2025

STRIVE, INC.

(Exact name of Company as specified in its charter)

(855) 427-7360

(Company’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Company under any of the following provisions:

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the Company is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging Growth Company☒

If an emerging growth company, indicate by check mark if the Company has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Item 8.01 Other Events.

As previously disclosed in its Current Report on Form 8-K filed on September 22, 2025, Strive, Inc. (“Strive” or the “Company”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) on September 22, 2025 with Semler Scientific, Inc., a Delaware corporation (“Semler Scientific”). Semler Scientific is party to a Master Loan Agreement with Coinbase Credit Inc. as lender, Coinbase Credit, and Coinbase Inc. (“Coinbase”). Under the master loan agreement, Semler Scientific may borrow, from time to time, cash or digital assets, which loans, if any, are intended to be collateralized with a first priority security interest in the Bitcoin that Semler Scientific posts as collateral. Loans under the master loan agreement will be subject to certain minimum margin requirements based on the loan amount relative to the market value of the Bitcoin collateral posted. Should the value of the Bitcoin collateralizing the loan fall below the minimum margin requirements in the confirmation, Semler Scientific could be required to transfer additional Bitcoin, or other eligible collateral, to Coinbase to reduce or repay the loan amount. Semler Scientific will pay a monthly loan fee to Coinbase based on the outstanding loan amount and determined accordance with the terms of the confirmation.

On September 25, 2025, Semler Scientific borrowed $20.0 million of cash pursuant to the master loan agreement. As set forth in a separate confirmation thereunder, the loan is collateralized by Semler Scientific’s Bitcoin, the interest rate is 10%, initial margin percentage is 156.25%, and the loan matures March 26, 2026. In the event Semler Scientific elects to pay the loan prior to maturity, Semler Scientific agreed to pay an early termination fee equal to the full amount of all remaining interest through the term of the loan. Semler Scientific intends to use the proceeds from such loan (along with cash from operations) to pay in full its previously disclosed settlement with the U.S. Department of Justice.