Asset Entities Inc. SEC Filings

Strive, Inc. (ASST) filed an S-8 registering employee equity awards and describing how outstanding Old Strive awards convert at the Merger Effective Time. The filing states that outstanding Old Strive restricted stock units and restricted stock awards convert into awards for New Strive Class B common stock equal to the number of Old Strive Class B shares subject to the award multiplied by the Exchange Ratio, and that Old Strive available shares convert into New Strive Class A common stock by the same Exchange Ratio. The filing includes an Amended and Restated 2022 Equity Incentive Plan and related legal and auditor consents as exhibits.

Strive, Inc. filed a shelf prospectus registering an indeterminate amount of Class A common stock, preferred stock, debt securities, depositary shares, warrants and/or units for issuance from time to time. The prospectus discloses a broad set of risk factors including reliance on a bitcoin treasury strategy and custody partners, cybersecurity and technology risks, regulatory and legal risks, significant transaction costs and integration risks related to a Merger governed by an Agreement and Amended and Restated Agreement dated May 6, 2025 and June 27, 2025 respectively.

The filing specifies authorized share counts of 444,000,000,000 Class A shares, 21,000,000,000 Class B shares and 21,000,000,000 preferred shares. It discloses securities related to a PIPE financing: 209,771,462 Class A shares underlying pre-funded warrants and 555,259,256 Class A shares underlying warrants, plus 31,500 legacy warrants. The prospectus lists underwriting and offering mechanics, indenture terms for senior and subordinated debt, and various exhibits and agreements incorporated by reference. Management and the board members signed the filing on September 15, 2025.

Strive, Inc. disclosed executive severance and post-termination benefits for certain named executives. The package guarantees (i) a cash severance equal to two times the sum of base salary and target bonus for Messrs. Pham, Beirne and Sarkhani and a single-year equivalent for Mr. Cole, (ii) the Prior Year Bonus and a Prorata Bonus, (iii) Service-Based Equity Acceleration and vesting of performance-based awards at the greater of target or actual performance for open periods, and (iv) reimbursement of COBRA premiums for the executive and dependents. The COBRA reimbursement period is 36 months for Mr. Cole and 24 months for Messrs. Pham, Beirne and Sarkhani. The disclosure is limited to compensation terms and does not quantify cash amounts, outstanding equity counts, or estimated costs.

Asset Entities Inc. (ASST) filed an 8-K reporting a material event related to a proposed merger with Strive. The filing includes a press release dated September 9, 2025, and a Rule 425/14a-12/14d-2(b)/13e-4(c) style disclosure describing risks tied to the transaction.

The company lists potential outcomes that could prevent closing, including unsatisfied closing conditions, litigation, integration challenges, higher-than-expected costs or delays, diversion of management attention, adverse customer or employee reactions, and share-price volatility. The filing is signed by Arshia Sarkhani, CEO and President.

Asset Entities Inc. reported a Form D notice for a Regulation D, Rule 506(c) equity offering conducted by the Nevada corporation formed in 2022. The issuer sold 2,681,893 shares of Class A common stock in exchange for an aggregate 69 bitcoin, representing total offering proceeds of $8,045,679 and leaving $0 remaining to be sold. The offering minimum per outside investor was $58,303. Nine investors participated. The filing notes the offering was made in connection with a business combination transaction described in a Current Report filed by the company.

Asset Entities Inc. filed an 8-K reporting a material event tied to a proposed merger with Strive. The filing highlights numerous risks that could affect completion of the transaction, including events that could trigger termination of the merger agreement, failure to satisfy closing conditions, pending or potential legal proceedings, integration challenges, higher-than-expected costs or delays, distraction of management, adverse customer or employee reactions, and share price volatility. The filing also notes that anticipated benefits such as cost savings and strategic gains may not be realized. The report includes embedded interactive XBRL data and is signed by Arshia Sarkhani, Chief Executive Officer and President.

Form 144 notice for ASST (Asset Entities Inc.) reports proposed sales of 20,567 Class B common shares through A.G.P. / Alliance Global Partners on 08/27/2025 on Nasdaq, with an aggregate market value of $80,005.63. The filer acquired 67 shares on 02/07/2023 and 20,500 shares on 12/30/2024 as equity compensation for services rendered. The filing also discloses a recent sale by the same person of 30,000 Class B shares on 06/04/2025 generating gross proceeds of $223,216.00. The notice includes the standard certification that the seller is not aware of undisclosed material adverse information.