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Strive, Inc.

For the period ended Sep 30, 2026. Filed Nov 6, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 6, 2026

SATS$94.27-0.4%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-10.

0001628280-26-054985

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-06.

0001628280-26-071332

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 134 previous paragraphs and 142 current paragraphs.

62 unchanged; 46 reworded; 34 added; 22 removed; 4 previous and 0 current paragraphs rearranged.

Tables are not compared: 6 previous and 6 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (34)

Current report

Initial Public Offering of SATS and At-the-Market SATS Program

Current report

On October 20, 2026, the Company completed a registered public offering of 7,000,000 shares of its 15.00% Series A Perpetual SATS Preferred Stock (“SATS Stock”), for net proceeds of approximately $609.0 million, after deducting the underwriting discounts and commissions. The Company filed a certificate of designation (the "SATS Certificate of Designation") with the Nevada Secretary of State designating and establishing the terms of the SATS Stock. The SATS Stock is listed for trading on the Nasdaq Global Market under the symbol “SATS.” All net proceeds from the offering were used for general corporate purposes, including the acquisition of bitcoin and for working capital.

Current report

On October 26, 2026, the Company entered into a Controlled Equity Offering SM Sales Agreement (the “SATS Sales Agreement”) with each of Cantor Fitzgerald & Co., Barclays Capital Inc., Clear Street LLC, StoneX Financial Inc., B. Riley Securities, Inc., Maxim Group LLC and H.C. Wainwright & Co., LLC (each, a "SATS Agent", and collectively the “SATS Agents”), pursuant to which the Company, from time to time, at its option, may offer and sell shares of its SATS Stock to or through the SATS Agents, acting as the principal and/or agent, having an aggregate sales price of up to $1.0 billion.

Current report

Investment advisory fees increased marginally, by less than $0.1 million, or 2.0%, to $1.6 million for the three months ended September 30, 2026 from $1.5 million ($0.2 million for the period from September 12, 2025 to September 30, 2025 and $1.3 million for the period from July 1, 2025 to September 11, 2025).

Current report

Fund management and administration increased marginally, by less than $0.1 million, or 3.3%, to $1.6 million for the three months ended September 30, 2026 from $1.5 million ($0.3 million for the period from September 12, 2025 to September 30, 2025 and $1.3 million for the period from July 1, 2025 to September 11, 2025).

Current report

Employee compensation and benefits decreased by $6.2 million, or 28.5%, to $15.6 million for the three months ended September 30, 2026 from $21.9 million ($18.7 million for the period from September 12, 2025 to September 30, 2025 and $3.2 million for the period from July 1, 2025 to September 11, 2025). The decrease was primarily driven by $16.3 million of stock compensation expense recognized in the period from September 12, 2025 to September 30, 2025 as a result of a one-time cumulative catch-up on awards whose service-based vesting conditions had previously been satisfied, recognized upon achievement of the liquidity event performance condition. This was partially offset by an increase in employee bonus accruals and an increase in employee compensation and benefits as a result of the Semler Scientific Merger.

Current report

Impairment of medical device research and development intangible asset

Current report

Impairment of medical device research and development intangible asset increased by $14.7 million, or 100.0%, during the three months ended September 30, 2026. This increase was driven by the Company's decision to terminate the research and development efforts on an in-development medical device product acquired as part of the Semler Scientific Merger to preserve future cash flow for other investment opportunities, which resulted in a full impairment of the related intangible asset. There was no impairment of acquired intangible assets for the period from September 12, 2025 to September 30, 2025 or the period from July 1, 2025 to September 11, 2025.

Current report

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

Current report

Net unrealized gain on investments in preferred equity, at fair value increased by $8.8 million for the three months ended September 30, 2026 based on an increase in the value of the Company's STRC Stock holdings and return of capital dividends received throughout the period. The Company did not hold any preferred equity investments during the period from September 12, 2025 to September 30, 2025 or the period from July 1, 2025 to September 11, 2025.

Current report

Other derivative loss decreased by $14.7 million. During the period from September 12, 2025 to September 30, 2025, the Company recorded this other derivative loss based on the market price of the Company's Class A common stock being higher than the price agreed-upon as part of the exchange of bitcoin for Class A common shares at the exchange date.

Current report

Other income increased by $0.9 million, or 1,192.3%, to $1.0 million for the three months ended September 30, 2026 from less than $0.1 million combined period from September 12, 2025 to September 30, 2025 and period from July 1, 2025 to September 11, 2025. This increase was due to an increase in the average level of holdings of interest-bearing assets during the most recent period.

Current report

Goodwill and intangible asset impairment decreased by $140.8 million. During the period from September 12, 2025 to September 30, 2025, the Company performed an impairment assessment of goodwill and intangible assets acquired as part of the Asset Entities Merger and determined that these assets were impaired. No such impairments occurred for the three months ended September 30, 2026 or the period from July 1, 2025 to September 11, 2025.

Current report

Comparison of the Nine Months Ended September 30, 2026 and the Nine Months Ended September 30, 2025

Current report

Fund management and administration was relatively flat at $4.5 million for the nine months ended September 30, 2026 and the combined period from September 12, 2025 to September 30, 2025 and the period from January 1, 2025 to September 11, 2025.

Current report

Employee compensation and benefits expense increased by $19.1 million, or 73.5%, to $45.0 million for the nine months ended September 30, 2026 from $25.9 million ($18.7 million for the period from September 12, 2025 to September 30, 2025 and $7.2 million for the period from January 1, 2025 to September 11, 2025). The increase is primarily driven by an increase in employee bonus accruals, additional employee stock awards issued, and an increase in employee compensation and benefits as a result of the Semler Scientific Merger.

Current report

Impairment of medical device research and development intangible asset

Current report

Impairment of medical device research and development intangible asset increased by $14.7 million, or 100.0%, during the nine months ended September 30, 2026. This increase was driven by the Company's decision to terminate the research and development efforts on an in-development medical device product acquired as part of the Semler Scientific Merger to preserve future cash flow for other investment opportunities, which resulted in a full impairment of the related intangible asset. There was no impairment of acquired intangible assets for the period from September 12, 2025 to September 30, 2025 or the period from January 1, 2025 to September 11, 2025.

Current report

Depreciation and amortization increased by less than $0.1 million, to $0.3 million for the nine months ended September 30, 2026 from $0.2 million (a de minimis amount for the period from September 12, 2025 to September 30, 2025 and $0.1 million for the period from January 1, 2025 to September 11, 2025).

Current report

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

Current report

Other derivative loss decreased by $14.7 million. During the period from September 12, 2025 to September 30, 2025, the Company recorded this other derivative loss based on the market price of the Company's Class A common stock being higher than the price agreed-upon as part of the exchange of bitcoin for Class A common shares at the exchange date.

Current report

Goodwill and intangible asset impairment decreased by $140.8 million. During the period from September 12, 2025 to September 30, 2025, the Company performed an impairment assessment of goodwill and intangible assets acquired as part of the Asset Entities Merger and determined that these assets were impaired. No such impairments occurred for the nine months ended September 30, 2026 or the period from January 1, 2025 to September 11, 2025.

Current report

As part of its overall investment strategy, the Company is evaluating various opportunities to leverage its balance sheet, including banking, brokerage, decentralized finance, reinsurance, structured ABS, and tokenization, among other opportunities, taking into account underwriting conditions, tax implications, regulatory considerations, alignment with its broader investment objectives, and other relevant factors.

Current report

For the period from September 12, 2025 to September 30, 2025, net cash and cash equivalents used in operating activities was $14.0 million. This was primarily driven by a $192.3 million net loss generated by Strive, which was driven by a goodwill and intangible asset impairment of $140.8 million, net investment losses of $24.9 million, operating expenses of $19.5 million, and transaction costs of $7.5 million, partially offset by total revenues of $0.3 million. Strive’s net loss was adjusted for non-cash items totaling $184.9 million. Further, Strive had a net change in operating assets and liabilities of $6.6 million, driven by a decrease in accounts payable and other liabilities of $5.4 million and an increase in prepaid expenses of $2.9 million, which were partially offset by a decrease in other current assets of $1.5 million and an increase in compensation and benefits payable of $0.3 million.

Current report

For the period from September 12, 2025 to September 30, 2025, net cash and cash equivalents used in investing activities was $674.7 million, primarily due to purchases of digital asset investments of $675.0 million and purchases of intangible assets of $0.1 million, partially offset by cash acquired through the Asset Entities Merger of $0.4 million.

Current report

For the period from September 12, 2025 to September 30, 2025, net cash and cash equivalents provided by financing activities was $793.8 million, primarily due to proceeds from the issuance of Class A common stock of $525.6 million, proceeds from the issuance of pre-funded warrants of $283.2 million, proceeds from the exercise of warrants of $13.0 million, which were partially offset by the payment of financing issuance costs of $28.0 million.

Current report

For the period from January 1, 2025 to September 11, 2025, net cash and cash equivalents used in financing activities was $0.5 million, primarily due to repurchases of preferred stock of $0.5 million.
Removed paragraphs (22)

Previous report

Daily Dividend Payments on Variable Rate Series A Perpetual Preferred Stock

Previous report

Pursuant to an Amended and Restated SATA Certificate of Designation filed with the Nevada Secretary of State on May 13, 2026, the frequency of regular dividend payments on SATA Stock changed from being paid, if and when declared by the board of directors of the Company, on a monthly basis to a per-Business Day basis beginning on June 16, 2026.

Previous report

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

Previous report

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.

Previous report

Fund management and administration decreased marginally by $0.1 million, or (6.2)%, to $1.5 million for the three months ended June 30, 2026, from $1.6 million for the three months ended June 30, 2025.

Previous report

Employee compensation and benefits increased by $14.3 million, or 713.7%, to $16.3 million for the three months ended June 30, 2026, from $2.0 million for the three months ended June 30, 2025. This increase was primarily a result of stock compensation expense of $5.7 million recorded during the three months ended June 30, 2026, which includes additional stock compensation expense related to employee stock options assumed as part of the Semler Scientific Merger. There was no stock compensation expense during the three months ended June 30, 2025 as performance conditions had not yet been met. This was paired with an increase in employee bonus accruals and an increase in employee compensation and benefits as a result of the Semler Scientific Merger during the three months ended June 30, 2026.

Previous report

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

Previous report

Other income increased by $0.7 million, or 279.0%, to $1.0 million for the three months ended June 30, 2026, from $0.3 million for the three months ended June 30, 2025. This increase was due to increases in holdings of yield-generating assets as a result of the Company's capital markets activity.

Previous report

Change in fair value on long-term notes payable, at fair value increased by $0.3 million, to $0.3 million for the three months ended June 30, 2026. The Company did not have any long-term notes payable during the three months ended June 30, 2025.

Previous report

Comparison of the Six Months Ended June 30, 2026 and the Six Months Ended June 30, 2025

Previous report

Investment advisory fees was relatively flat at $2.9 million for both the six months ended June 30, 2026 and 2025.

Previous report

Fund management and administration decreased marginally by $0.1 million, or (2.9)%, to $2.9 million for the six months ended June 30, 2026, from $3.0 million for the six months ended June 30, 2025.

Previous report

Employee compensation and benefits expense increased by $25.3 million, or 621.4%, to $29.4 million for the six months ended June 30, 2026, from $4.1 million for the six months ended June 30, 2025. This increase was primarily a result of stock compensation expense of $12.2 million recorded during the six months ended June 30, 2026, which includes additional stock compensation expense related to employee stock options assumed as part of the Semler Scientific Merger. There was no stock compensation expense during the six months ended June 30, 2025 as performance conditions had not yet been met. This was paired with an increase in employee bonus accruals and an increase in employee compensation and benefits as a result of the Semler Scientific Merger during the six months ended June 30, 2026.

Previous report

Depreciation and amortization increased by less than $0.1 million, or 66.0%, to $0.2 million for the six months ended June 30, 2026, from $0.1 million for the six months ended June 30, 2025. This increase was driven by amortization and depreciation on assets acquired as part of the Semler Scientific Merger.

Previous report

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

Previous report

Net unrealized loss on investments in preferred equity, at fair value increased by $5.5 million, to $5.5 million for the six months ended June 30, 2026. The Company did not hold any preferred equity investments during the six months ended June 30, 2025.

Previous report

There were no financing activities for the six months ended June 30, 2025.
Reworded paragraphs (46)

Previous wording

This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 3b-6 promulgated thereunder, which statements involve inherent risks and uncertainties. Such statements are often characterized by the use of qualified words (and their derivatives) such as “may,” “will,” “anticipate,” “could,” “should,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “project,” “predict,” “potential,” “assume,” “forecast,” “target,” “budget,” “outlook,” “trend,” “guidance,” “objective,” “goal,” “strategy,” “opportunity,” and “intend,” as well as words of similar meaning or other statements concerning opinions or judgment of the Company or its management about future events. Forward-looking statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements.

Current wording

This Quarterly Report on Form 10-Q (this “Quarterly Report”) contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 175 promulgated thereunder, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Rule 3b-6 promulgated thereunder, which statements involve inherent risks and uncertainties. Such statements are often characterized by the use of qualified words (and their derivatives) such as “may,” “will,” “anticipate,” “could,” “should,” “would,” “believe,” “contemplate,” “expect,” “estimate,” “continue,” “plan,” “project,” “predict,” “potential,” “assume,” “forecast,” “target,” “budget,” “outlook,” “trend,” “guidance,” “objective,” “goal,” “strategy,” “opportunity,” “might,” “approximately,” and “intend,” as well as words of similar meaning or other statements concerning opinions or judgment of the Company or its management about future events. Forward-looking statements are based on assumptions as of the time they are made and are subject to risks, uncertainties and other factors that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence, which could cause actual results to differ materially from anticipated results expressed or implied by such forward-looking statements.

Previous wording

Strive is a structured finance company focused on disciplined capital allocation and long term value creation. We have strategically adopted bitcoin as our hurdle rate for capital deployment because of our fiduciary duty to maximize long-term value for stockholders and compound purchasing power over time. Relative to a traditional depreciating fiat-denominated benchmark, implementing a bitcoin hurdle rate establishes a higher level of accountability and strategic investment discipline, since our decisions are measured against an asset that we believe will appreciate over time.

Current wording

Strive is a structured finance company and institutional asset manager focused on disciplined capital allocation and long-term value creation. We have strategically adopted bitcoin as our hurdle rate for capital deployment because of our fiduciary duty to maximize long-term value for stockholders and compound purchasing power over time. Relative to a traditional depreciating fiat-denominated benchmark, implementing a bitcoin hurdle rate establishes a higher level of accountability and strategic investment discipline since our decisions are measured against an asset that we believe will appreciate over time.

Previous wording

Strive’s operating business generates stockholder value through disciplined balance sheet management and the growth of our bitcoin holdings. Our SATA Stock exemplifies this approach, as this publicly traded security aims to provide investors with consistent cash flows and minimal volatility, while enabling Strive to capture the spread between SATA Stock’s financing cost and the potential long term return of bitcoin.

Current wording

Strive’s operating business generates stockholder value through disciplined balance sheet management and the growth of our bitcoin holdings. Our SATA Stock and SATS Stock exemplify this approach, as these publicly traded securities aim to provide investors with consistent cash flows and varying levels of volatility, while enabling Strive to capture the spread between the financing cost and the potential long term return of bitcoin.

Previous wording

Beyond our balance sheet strategy, Strive is focused on advancing innovation within the capital markets by modernizing established financing structures. The Company has developed SATA Stock, our perpetual preferred equity instrument that incorporates an at‑the‑market (“ATM”) program, creating a flexible and continuous capital formation mechanism, while being the first listed security in US capital markets history to pay dividends to holders each business day. This approach transforms a historically static capital structure into a dynamic and adaptive capital funding platform. Through Strive's continued innovation, we seek to combine legacy market frameworks with modern assets, positioning the Company at the intersection of institutional finance and a bitcoin‑based reserve strategy.

Current wording

Beyond our balance sheet strategy, Strive is focused on advancing innovation within the capital markets by modernizing established financing structures. The Company has developed SATA Stock and SATS Stock, our perpetual preferred equity instruments that both incorporate at‑the‑market (“ATM”) programs, creating a flexible and continuous capital formation mechanism. Both of these instruments pay dividends to holders each business day, with SATA Stock being the first listed security in US capital markets history to do so. This approach transforms a historically static capital structure into a dynamic and adaptive capital funding platform. Through Strive's continued innovation, we seek to combine legacy market frameworks with modern assets, positioning the Company at the intersection of institutional finance and a bitcoin‑based reserve strategy.

Previous wording

As of June 30, 2026, the Company manages over $2.8 billion in AUM. These activities provide recurring, fee-based revenue streams which increase with AUM.

Current wording

As of September 30, 2026, the Company manages over $2.9 billion in AUM. These activities provide recurring, fee-based revenue streams which increase with AUM.

Previous wording

Our bitcoin strategy generally involves, from time to time, subject to market conditions and the need for cash and cash equivalents to meet short-term working capital requirements, with our primary focus being (i) acquiring bitcoin through open market purchases using available cash, which may be raised from our operating activities as well as accretive capital raising initiatives, such as issuing equity and fixed income securities via our ATM programs, along with other capital raises and offerings and (ii) acquiring bitcoin through other strategies, such as acquiring bitcoin through strategic M&A activity or other transactions, resulting in the acquisition of bitcoin with a differentiated value proposition relative to open market purchases.

Current wording

Our bitcoin strategy generally involves, from time to time, subject to market conditions and the need for cash and cash equivalents to meet short-term working capital requirements, with our primary focus being acquiring bitcoin through open market purchases using available cash, which may be raised from our operating activities as well as capital raising initiatives, such as issuing equity and fixed income securities via our ATM programs, along with other capital raises and offerings.

Previous wording

As of June 30, 2026, our digital assets, at fair value totaled approximately $1.2 billion within our consolidated statement of financial condition, consisting of approximately 19,864 bitcoin. We also held $145.5 million in cash and cash equivalents and STRC Stock with a fair value of $42.9 million, putting us in a position to strategically deploy capital to bolster our treasury. As of August 7, 2026, our cash and cash equivalents totaled $154.9 million, while our position in the STRC Stock had a fair value of $48.0 million. Our bitcoin treasury totaled 20,167 bitcoin as of August 7, 2026.

Current wording

As of September 30, 2026, our digital assets, at fair value totaled approximately $2.3 billion within our consolidated statement of financial condition, consisting of approximately 28,000 bitcoin. We also held $285.4 million in cash and cash equivalents and STRC Stock with a fair value of $50.2 million, putting us in a position to strategically deploy capital to bolster our treasury. As of October 30, 2026, our cash and cash equivalents totaled $490.4 million, while our position in the STRC Stock had a fair value of $50.1 million. Our bitcoin treasury totaled 43,124 bitcoin as of October 30, 2026.

Previous wording

During the three months ended June 30, 2026, the Company acquired 6,236 bitcoin at an average cost of $74,290 per bitcoin. As of June 30, 2026, the Company holds 19,864 bitcoin.

Current wording

During the three months ended September 30, 2026, the Company acquired 8,136 bitcoin at an average cost of $78,885 per bitcoin. As of September 30, 2026, the Company holds 28,000 bitcoin.

Previous wording

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 under the Company's at-the-market common equity program.

Current wording

During the three months ended September 30, 2026, the Company issued 14.4 million shares of Class A common stock for aggregate gross proceeds of $271.6 million under the Company's at-the-market common equity program.

Previous wording

During the three months ended June 30, 2026, the Company issued 3,456,308 shares of SATA Stock for aggregate gross proceeds of $345.7 million under the Company's at-the-market preferred equity program.

Current wording

During the three months ended September 30, 2026, the Company issued 5.1 million shares of SATA Stock for aggregate gross proceeds of $511.2 million under the Company's at-the-market SATA preferred equity program.

Previous wording

The comparability of our operating results for the three and six months ended June 30, 2026 (Successor) and 2025 (Predecessor) were impacted by our Asset Entities Merger and Semler Scientific Merger and may not be comparable.

Current wording

The comparability of our operating results for the three months ended September 30, 2026 (Successor), for the period from September 12, 2025 to September 30, 2025 (Successor), and for the period from July 1, 2025 to September 11, 2025 (Predecessor) as well as the comparability of our operating results for the nine months ended September 30, 2026 (Successor), for the period from September 12, 2025 to September 30, 2025 (Successor), and for the period from January 1, 2025 to September 11, 2025 (Predecessor) was impacted by our Asset Entities Merger and Semler Scientific Merger and may not be comparable. For purposes of the comparison of results of operations below, we have compared the Successor three and nine months ended September 30, 2026 to the respective combined Predecessor and Successor three and nine months ended September 30, 2025.

Previous wording

The following table presents information regarding the consolidated results of operations for the three months ended June 30, 2026 (Successor) compared to the three months ended June 30, 2025 (Predecessor) (amounts in thousands, other than percentages):

Current wording

The following table presents information regarding the consolidated results of operations for the three months ended September 30, 2026 (Successor) compared to the period from September 12, 2025 to September 30, 2025 (Successor) and the period from July 1, 2025 to September 11, 2025 (Predecessor) (amounts in thousands, other than percentages):

Previous wording

Medical device revenues increased by $1.4 million, to $1.4 million for the three months ended June 30, 2026. This increase was driven by the consummation of the Semler Scientific Merger in early 2026, with Strive acquiring all assets and liabilities of Semler Scientific, Inc., including the medical device operations.

Current wording

Medical device revenues increased by $1.1 million, which was driven by the consummation of the Semler Scientific Merger in early 2026, with Strive acquiring all assets and liabilities of Semler Scientific, Inc., including the medical device operations.

Previous wording

General and administrative expense increased by $5.0 million, or 342.7%, to $6.4 million for the three months ended June 30, 2026, from $1.5 million for the three months ended June 30, 2025. This increase was primarily due to an increase in spend on professional services, insurance, and other exchange listing and filing fees as a result of being a publicly traded company, increases related to our bitcoin treasury operations, including custodial fees, as well as increases as a result of the Semler Scientific Merger.

Current wording

General and administrative expense increased by $5.4 million, or 406.8%, to $6.7 million for the three months ended September 30, 2026 from $1.3 million ($0.4 million for the period from September 12, 2025 to September 30, 2025 and $0.9 million for the period from July 1, 2025 to September 11, 2025). This increase was primarily due to an increase in spend on professional services, insurance, and other exchange listing and filing fees as a result of being a publicly traded company, increases related to our bitcoin treasury operations, including custodial fees, as well as increases as a result of the Semler Scientific Merger.

Previous wording

Marketing and advertising remained consistent at $0.1 million during all periods.

Current wording

Marketing and advertising remained at less than $0.1 million during all periods.

Previous wording

Net unrealized loss on digital assets, at fair value increased by $228.0 million, to $228.0 million for the three months ended June 30, 2026. The Company did not hold any digital assets during the three months ended June 30, 2025.

Current wording

The Company recorded a net unrealized gain on digital assets, at fair value of $533.7 million for the three months ended September 30, 2026 compared to a net unrealized loss of $10.1 million for the period from September 12, 2025 to September 30, 2025. The Company did not hold any digital assets during the period from July 1, 2025 to September 11, 2025.

Previous wording

Other investment loss increased by $2.8 million, to $2.8 million for the six months ended June 30, 2026 as a result of the change in fair value of other financial instruments. The Company did not have any such instruments during the six months ended June 30, 2025.

Current wording

Other investment gain increased by $1.5 million as a result of the change in fair value of other financial instruments. The Company did not have any such instruments during the period from September 12, 2025 to September 30, 2025 or the period from July 1, 2025 to September 11, 2025.

Previous wording

Transaction costs decreased by $5.4 million, from $5.4 million for the three months ended June 30, 2025. The Company incurred transaction costs related to the Asset Entities Merger during the three months ended June 30, 2025, while no such costs were incurred during the three months ended June 30, 2026.

Current wording

Transaction costs decreased by $17.8 million, to zero for the three months ended September 30, 2026, from $17.8 million ($7.5 million for the period from September 12, 2025 to September 30, 2025 and $10.3 million for the period from July 1, 2025 to September 11, 2025). The Company incurred transaction costs related to the Asset Entities Merger and Semler Scientific Merger during the period from September 12, 2025 to September 30, 2025 and the period from July 1, 2025 to September 11, 2025, while no such costs were incurred during the three months ended September 30, 2026.

Previous wording

Dividends on preferred stock increased by $26.2 million, to $26.2 million for the three months ended June 30, 2026. The Company declared $3.7932 of dividends per share of its SATA Stock during the three months ended June 30, 2026. No dividends were declared on the Predecessor's preferred stock during the three months ended June 30, 2025.

Current wording

Dividends on preferred stock increased by $34.2 million, to $34.2 million for the three months ended September 30, 2026. The Company declared $3.2508 of dividends per share of its SATA Stock during the three months ended September 30, 2026. No dividends were declared during the period from September 12, 2025 to September 30, 2025 or the period from July 1, 2025 to September 11, 2025.

Previous wording

The following table presents information regarding the consolidated results of operations for the six months ended June 30, 2026 (Successor) compared to the six months ended June 30, 2025 (Predecessor) (amounts in thousands, other than percentages):

Current wording

The following table presents information regarding the consolidated results of operations for the nine months ended September 30, 2026 (Successor) compared to the period from September 12, 2025 to September 30, 2025 (Successor) and the period from January 1, 2025 to September 11, 2025 (Predecessor) (amounts in thousands, other than percentages):

Previous wording

Investment advisory fees was relatively flat at $1.5 million for both the three months ended June 30, 2026 and 2025.

Current wording

Investment advisory fees was relatively flat at $4.4 million for the nine months ended September 30, 2026 and the combined period from September 12, 2025 to September 30, 2025 and the period from January 1, 2025 to September 11, 2025.

Previous wording

Medical device revenues increased by $2.8 million, to $2.8 million for the six months ended June 30, 2026. This increase was driven by the consummation of the Semler Scientific Merger during the six months ended June 30, 2026, with Strive acquiring all assets and liabilities of Semler Scientific, Inc., including the medical device operations.

Current wording

Medical device revenues increased by $3.9 million, which was driven by the consummation of the Semler Scientific Merger in early 2026, with Strive acquiring all assets and liabilities of Semler Scientific, Inc., including the medical device operations.

Previous wording

General and administrative expense increased by $9.0 million, or 268.3%, to $12.4 million for the six months ended June 30, 2026, from $3.4 million for the six months ended June 30, 2025. This increase was primarily due to an increase in spend on professional services, insurance, and other exchange listing and filing fees as a result of being a publicly traded company, increases related to our bitcoin treasury operations, including custodial fees, as well as increases as a result of the Semler Scientific Merger.

Current wording

General and administrative expense increased by $14.4 million, or 307.3%, to $19.0 million for the nine months ended September 30, 2026 from $4.7 million ($0.4 million for the period from September 12, 2025 to September 30, 2025 and $4.2 million for the period from January 1, 2025 to September 11, 2025). This increase was primarily due to an increase in spend on professional services, insurance, and other exchange listing and filing fees as a result of being a publicly traded company, increases related to our bitcoin treasury operations, including custodial fees, as well as increases as a result of the Semler Scientific Merger.

Previous wording

Marketing and advertising was relatively flat at $0.2 million during both the six months ended June 30, 2026 and 2025.

Current wording

Marketing and advertising was relatively flat at $0.3 million during the nine months ended September 30, 2026 and the combined period from September 12, 2025 to September 30, 2025 and the period from January 1, 2025 to September 11, 2025.

Previous wording

Net unrealized loss on digital assets, at fair value increased by $523.8 million, or (100.0)%, to $523.8 million for the six months ended June 30, 2026. The Company did not hold any digital assets during the six months ended June 30, 2025.

Current wording

The Company recorded a net unrealized gain on digital assets, at fair value of $9.9 million for the nine months ended September 30, 2026 compared to a net unrealized loss of $10.1 million for the period from September 12, 2025 to September 30, 2025. The Company did not hold any digital assets during the period from January 1, 2025 to September 11, 2025.

Previous wording

Net unrealized loss on investments in preferred equity, at fair value increased by $6.0 million, to $6.0 million for the three months ended June 30, 2026. The Company did not hold any preferred equity investments during the three months ended June 30, 2025.

Current wording

Net unrealized gain on investments in preferred equity, at fair value increased by $3.4 million for the nine months ended September 30, 2026 based on return of capital dividends received throughout the period. The Company did not hold any preferred equity investments during the period from September 12, 2025 to September 30, 2025 or the period from January 1, 2025 to September 11, 2025.

Previous wording

Other investment loss increased by $2.8 million, to $2.8 million for the three months ended June 30, 2026 as a result of the change in fair value of other financial instruments. The Company did not have any such instruments during the three months ended June 30, 2025.

Current wording

Other investment loss increased by $1.3 million as a result of the change in fair value of other financial instruments. The Company did not have any such instruments during the period from September 12, 2025 to September 30, 2025 or the period from January 1, 2025 to September 11, 2025.

Previous wording

Other income increased by $0.9 million, or 157.1%, to $1.5 million for the six months ended June 30, 2026, from $0.6 million for the six months ended June 30, 2025. This increase was due to an increase in the average level of holdings of interest-bearing assets during 2026 as compared to 2025.

Current wording

Other income increased by $1.8 million, or 280.6%, to $2.5 million for the nine months ended September 30, 2026 from $0.7 million ($0.1 million for the period from September 12, 2025 to September 30, 2025 and $0.6 million for the period from January 1, 2025 to September 11, 2025). This increase was due to an increase in the average level of holdings of interest-bearing assets during 2026 as compared to 2025.

Previous wording

Interest expense on long-term notes payable, at fair value increased by $0.3 million from the six months ended June 30, 2025 to the six months ended June 30, 2026. This increase was due to the assumption of the Semler Convertible Notes concurrent with the Semler Scientific Merger in early 2026. The Company retired all assumed Semler Convertible Notes during the six months ended June 30, 2026.

Current wording

Interest expense on long-term notes payable, at fair value increased by $0.3 million for the nine months ended September 30, 2026. This increase was due to the assumption of the Semler Convertible Notes concurrent with the Semler Scientific Merger in early 2026. The Company retired all assumed Semler Convertible Notes during the nine months ended September 30, 2026. There was no interest expense on long-term notes payable, at fair value for the period from September 12, 2025 to September 30, 2025 or the period from January 1, 2025 to September 11, 2025.

Previous wording

Change in fair value on long-term notes payable, at fair value increased by $2.5 million from the six months ended June 30, 2025 to the six months ended June 30, 2026. The Company did not have any long-term notes payable during the six months ended June 30, 2025.

Current wording

Change in fair value on long-term notes payable, at fair value increased by $2.5 million for the nine months ended September 30, 2026. The Company did not have any long-term notes payable during the period from September 12, 2025 to September 30, 2025 or the period from January 1, 2025 to September 11, 2025.

Previous wording

Loss on extinguishment of debt increased by $8.4 million from the six months ended June 30, 2025 to the six months ended June 30, 2026. During the six months ended June 30, 2026, the Company recorded a loss on extinguishment of debt on the extinguishments of Semler Convertible Notes and the Coinbase Loan based on the difference in the fair value of consideration exchanged and the basis of the extinguished liabilities.

Current wording

Loss on extinguishment of debt increased by $8.4 million for the nine months ended September 30, 2026. During the nine months ended September 30, 2026, the Company recorded a loss on extinguishment of debt on the extinguishments of the Semler Convertible Notes and the Coinbase Loan based on the difference in the fair value of consideration exchanged and the basis of the extinguished liabilities. There were no debt extinguishments during the period from September 12, 2025 to September 30, 2025 or the period from January 1, 2025 to September 11, 2025.

Previous wording

Loss on change in fair value of bitcoin held as collateral under Coinbase Loan increased by $2.6 million, to $2.6 million for the six months ended June 30, 2026. This increase was due to the difference between the basis of bitcoin held as collateral by the lender of the Coinbase Loan as compared to the fair value when such collateral was returned to the Company.

Current wording

Loss on change in fair value of bitcoin held as collateral under Coinbase Loan increased to $2.6 million for the nine months ended September 30, 2026. This increase was due to the difference between the basis of bitcoin held as collateral by the lender of the Coinbase Loan as compared to the fair value when such collateral was returned to the Company.

Previous wording

Transaction costs increased by $1.1 million, or 20.0%, to $6.5 million for the six months ended June 30, 2026, from $5.4 million for the six months ended June 30, 2025. The Company's transaction costs primarily relate to accounting and legal costs incurred in conjunction with the Asset Entities Merger and the Semler Scientific Merger.

Current wording

Transaction costs decreased by $16.7 million, or 71.9%, to $6.5 million for the nine months ended September 30, 2026 from $23.2 million ($7.5 million for the period from September 12, 2025 to September 30, 2025 and $15.7 million for the period from January 1, 2025 to September 11, 2025). The Company's transaction costs primarily relate to accounting and legal costs incurred in conjunction with the Asset Entities Merger and the Semler Scientific Merger.

Previous wording

Bargain purchase gain increased by $66.7 million, to $66.7 million for the six months ended June 30, 2026, which was the result of the excess of net assets acquired over total purchase consideration of the Semler Scientific Merger.

Current wording

Bargain purchase gain increased to $66.7 million for the nine months ended September 30, 2026, which was the result of the excess of net assets acquired over total purchase consideration of the Semler Scientific Merger.

Previous wording

Dividends on preferred stock increased by $39.7 million, to $39.7 million for the six months ended June 30, 2026. The Company declared $6.9182 of dividends per share of its SATA Stock during the six months ended June 30, 2026. No dividends were declared on the Predecessor's preferred stock during the six months ended June 30, 2025.

Current wording

Dividends on preferred stock increased to $73.9 million for the nine months ended September 30, 2026. The Company declared $10.1690 of dividends per share of its SATA Stock during the nine months ended September 30, 2026. No dividends were declared during the period from September 12, 2025 to September 30, 2025 or the period from January 1, 2025 to September 11, 2025.

Previous wording

We anticipate being able to use proceeds from capital markets activity to meet our short and long-term liquidity needs. As of June 30, 2026, the Company had the availability to raise $4.4 billion through issuance and sales of its Class A common stock and SATA Stock pursuant to the respective sales agreements.

Current wording

We anticipate being able to use proceeds from capital markets activity to meet our short and long-term liquidity needs. As of September 30, 2026, the Company had the availability to raise $3.6 billion through issuance and sales of its Class A common stock and SATA Stock pursuant to the respective sales agreements. As of October 30, 2026, the Company had the ability to raise $4.4 billion through the issuance and sales of its Class A common stock, SATA Stock, and SATS Stock pursuant to the respective sales agreements.

Previous wording

As of June 30, 2026, our material contractual obligations and commitments primarily include operating leases and employee compensation agreements. Strive did not have any long-term debt or other long-term liabilities as of December 31, 2025.

Current wording

As of September 30, 2026, our material contractual obligations and commitments primarily include operating leases and employee compensation agreements. Strive did not have any long-term debt or other long-term liabilities as of September 30, 2026 and December 31, 2025.

Previous wording

Strive maintains operating leases for its office locations in Dallas, Texas and Dublin, Ohio, with a sub-lease with a third-party in place for the Dublin, Ohio office location with substantially the same terms as Strive’s lease. At June 30, 2026, Strive had operating lease payment obligations of approximately $5.1 million, of which $0.7 million is payable within 12 months. Of these amounts, $2.2 million of the future lease obligations, $0.3 million of which is due within 12 months, relate to amounts that will be recovered through lease payments from our sub-tenant for the Dublin, Ohio lease.

Current wording

Strive maintains operating leases for its office locations in Dallas, Texas and Dublin, Ohio, with a sub-lease with a third-party in place for the Dublin, Ohio office location with substantially the same terms as Strive’s lease. At September 30, 2026, Strive had operating lease payment obligations of approximately $4.9 million, of which $0.7 million is payable within 12 months. Of these amounts, $2.1 million of the future lease obligations, $0.3 million of which is due within 12 months, relate to amounts that will be recovered through lease payments from our sub-tenant for the Dublin, Ohio lease.

Previous wording

The primary sources of our cash and cash equivalents from operating activities are collections from customers related to investment advisory services, medical device operations, and interest collections from our holdings of cash and cash equivalents. Our primary uses of cash and cash equivalents are for general and administrative expenses and employee-related expenditures. Non-cash items used to reconcile net loss to net cash and cash equivalents used in operating activities include depreciation and amortization, unrealized gain (loss) on digital assets, at fair value, unrealized gain (loss) on investments in preferred equity, at fair value, loss on extinguishment of debt, share-based compensation expense, and other non-cash realized and unrealized amounts.

Current wording

The primary sources of our cash and cash equivalents from operating activities are collections from customers related to investment advisory services, medical device operations, and interest collections from our holdings of cash and cash equivalents. Our primary uses of cash and cash equivalents are for general and administrative expenses and employee-related expenditures. Non-cash items used to reconcile net loss to net cash and cash equivalents used in operating activities primarily include depreciation and amortization, unrealized gain (loss) on digital assets, at fair value, unrealized gain (loss) on investments in preferred equity, at fair value, loss on extinguishment of debt, share-based compensation expense, and other non-cash realized and unrealized amounts.

Previous wording

For the six months ended June 30, 2026, net cash and cash equivalents used in operating activities was $39.4 million. This was primarily driven by a $523.5 million net loss generated by Strive, which was driven by net investment losses of $532.1 million, operating expenses of $45.0 million, transaction costs of $6.5 million, and other non-cash realized and unrealized losses of $13.8 million, partially offset by total revenues of $5.7 million, other income of $1.5 million, and a bargain purchase gain of $66.7 million. Strive’s net loss was adjusted for non-cash items totaling $491.3 million. Further, Strive had a net change in operating assets and liabilities of $7.2 million, driven by a decrease in accounts payable and other liabilities of $16.5 million, which was partially offset by an increase in compensation and benefits payable of $7.1 million, a decrease in prepaid expenses of $1.3 million and a decrease in other current assets of $1.2 million.

Current wording

For the nine months ended September 30, 2026, net cash and cash equivalents used in operating activities was $49.5 million. This was primarily driven by a $14.5 million net loss generated by Strive, which was driven by operating expenses of $83.7 million, transaction costs of $6.5 million, and other non-cash realized and unrealized losses of $13.8 million, which were partially offset by net investment gains of $11.9 million, total revenues of $8.4 million, other income of $2.5 million, and a bargain purchase gain of $66.7 million. Strive’s net loss was adjusted for non-cash items totaling $31.5 million. Further, Strive had a net change in operating assets and liabilities of $3.6 million, driven by a decrease in accounts payable and other liabilities of $17.2 million and an increase in other non-current assets of $0.4 million, which was partially offset by an increase in compensation and benefits payable of $10.4 million, a decrease in prepaid expenses of $2.3 million and a decrease in other current assets of $1.4 million.

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Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

Interest expense on long-term notes payable, at fair value increased by less than $0.1 million from the three months ended June 30, 2025 to the three months ended June 30, 2026. This increase was due to the assumption of the Semler Convertible Notes concurrent with the Semler Scientific Merger in early 2026. The Company retired all remaining outstanding Semler Convertible Notes during the three months ended June 30, 2026.

Previous report — wording carried elsewhere

Gain on extinguishment of debt was less than $0.1 million for the three months ended June 30, 2026. There were no debt extinguishments during the three months ended June 30, 2025.

Previous report — wording carried elsewhere

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

Previous report — wording carried elsewhere

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