CURI Schedule 13D/A: Underwritten Sale of 8.05M Shares and 90-Day Lock-Up

Rhea-AI Filing Summary

CuriosityStream Inc. reporting persons Hendricks Factual Media LLC and John Hendricks amended their Schedule 13D to disclose a completed underwritten secondary offering and related arrangements. HFM sold 8,050,000 shares at $3.50 per share pursuant to an Underwriting Agreement dated August 12, 2025, and agreed to a 90-day lock-up subject to customary exceptions. As of August 4, 2025, HFM directly holds 12,206,188 shares (21.1%) and John Hendricks directly holds 395,357 shares, with Mr. Hendricks controlling HFM resulting in an aggregate reported beneficial ownership of 12,601,545 shares (21.8%) based on 57,929,733 shares outstanding. The filing states no transactions by the reporting persons in the prior 60 days and attaches the Underwriting Agreement as an exhibit.

Positive

• None.

Negative

• Material disposition by major holder: Hendricks Factual Media LLC sold 8,050,000 shares in the offering at $3.50 per share
• Insider sale raises governance questions given Mr. Hendricks' control of HFM and role as Issuer chairman

Insights

Financial Analyst

TL;DR Completed underwritten sale of 8.05M shares at $3.50 alters public float while reporting persons remain large shareholders.

The sale of 8,050,000 shares by Hendricks Factual Media LLC at $3.50 per share is a material disposition that increases shares available to public investors and provides liquidity to the selling holder. Despite the transaction, the reporting persons continue to beneficially own a significant stake: HFM holds 12,206,188 shares (21.1%) and John Hendricks 12,601,545 shares (21.8%) on an outstanding base of 57,929,733 shares. The 90-day lock-up limits near-term re-sales but does not eliminate potential future dilution or further sales once it expires. No other recent transactions were reported in the prior 60 days.

Corporate Governance Expert

TL;DR Insider-controlled entity completed a significant secondary offering; governance implications stem from continued large ownership and lock-up terms.

The filing confirms that Hendricks Factual Media LLC is wholly owned and controlled by John Hendricks, who remains a substantial holder and the Issuer's chairman. The Underwriting Agreement includes a customary 90-day lock-up for HFM and Mr. Hendricks, which temporarily restrains additional share dispositions. Investors should note the dual role of Mr. Hendricks as both manager of HFM and chairman of the board; the filing discloses the sale but does not assert any change in board composition or control. The attached Underwriting Agreement provides the specific contractual terms referenced.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 5)

CuriosityStream Inc.

(Name of Issuer)

"Common Stock, par value $0.0001 per share"

(Title of Class of Securities)

23130Q107

(CUSIP Number)

John Hendricks
Hendricks Factual Media LLC, 8484 Georgia Ave., Suite 700
Silver Spring, MD, 20910
(301) 755-2050

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/14/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 23130Q107

1

Name of reporting person

Hendricks Factual Media LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 12,206,188.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 12,206,188.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

12,206,188.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

21.1 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

Percentage in Row 13 is based on 57,929,733 shares of Common Stock outstanding as of August 4, 2025. The shares are held by Hendricks Factual Media LLC, an entity wholly owned and controlled by Mr. John Hendricks. As such, Mr. Hendricks may be deemed to have indirect beneficial ownership of the securities held by the LLC.

SCHEDULE 13D

CUSIP No. 23130Q107

1

Name of reporting person

John Hendricks

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 12,601,545.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 12,601,545.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

12,601,545.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

21.8 %

14

Type of Reporting Person (See Instructions)

Comment for Type of Reporting Person:

Percentage in Row 13 is based on 57,929,733 shares of Common Stock outstanding as of August 4, 2025.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: "Common Stock, par value $0.0001 per share"
(b)	Name of Issuer: CuriosityStream Inc.
(c)	Address of Issuer's Principal Executive Offices: 8484 Georgia Ave., Suite 700, Silver Spring, MARYLAND , 20910.
Item 1 Comment: This Amendment No. 5 (this "Amendment No. 5") amends and supplements the original Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on October 22, 2020 (the "Original Schedule 13D"), as amended by Amendment No. 1 filed with the SEC on February 12, 2021 ("Amendment No. 1"), Amendment No. 2 filed with the SEC on November 3, 2021 ("Amendment No. 2"), Amendment No. 3 filed with the SEC on October 25, 2023, and Amendment No. 4 filed with the SEC on June 18, 2025 (as amended, the "Schedule 13D"). Each of the following is hereinafter referred to as a "Reporting Person" and collectively as the "Reporting Persons". This statement is filed on behalf of: Hendricks Factual Media LLC, a Delaware limited liability company ("HFM"); and John Hendricks, a United States citizen. The Schedule 13D relates to the shares of common stock, $0.0001 par value per share (the "Common Stock"), of CuriosityStream Inc., a Delaware corporation (the "Issuer"). Except as amended hereby, the prior disclosure in the Schedule 13D remains in effect. Capitalized terms used but not defined in this Amendment No. 5 have the meanings ascribed to them in the Schedule 13D as previously filed. Items 4, 5 and 6 of the Schedule 13D are hereby amended and supplemented as follows:
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following paragraphs: As disclosed on the Issuer's Current Report on Form 8-K, filed with the SEC on August 14, 2025, on August 14, 2024, HFM, for which Mr. Hendricks, the Chairman of the board of directors of the Issuer, serves as president and a manager, completed an underwritten secondary offering of the Common Stock of the Issuer (the "Offering"). Pursuant to the terms and conditions of the Underwriting Agreement, dated August 12, 2025 (the "Underwriting Agreement"), by and among the Issuer, HFM and Needham & Company, LLC, as representatives of the several underwriters named therein (the "Underwriters"), HFM sold 8,050,000 shares of Common Stock (including 1,050,000 shares of Common Stock sold in connection with the Underwriters' option to purchase additional shares) at a price per share of $3.50. In connection with the transaction, HFM and Mr. Hendricks, each agreed that, subject to specified exceptions, for a period of ninety (90) days from the date of the final prospectus supplement (the "Lock-Up Period"), without the prior written consent of the underwriters, they will not (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any shares of Common Stock beneficially owned or any other securities so owned convertible into or exercisable or exchangeable for Common Stock, (ii) enter into any hedging, swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Common Stock or any security convertible into or exercisable or exchangeable for Common Stock, (iii) make any demand for, or exercise any right with respect to, the registration of any shares of Common Stock or any security convertible into or exercisable or exchangeable for Common Stock. The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 99.1 hereto and which is incorporated herein by reference.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows: The aggregate number and percentage of Common Stock beneficially owned by each Reporting Person and the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition are set forth on rows 7 through 11 and row 13 of the cover pages of this Amendment No. 54 and are hereby incorporated herein by reference. The aggregate percentage of shares reported owned by each Reporting Person is based upon 57,929,733 shares outstanding as of August 4, 2025, based on information reported by the Issuer.
(b)	As of the date hereof, HFM directly holds 12,206,188 shares of Common Stock, and is controlled by its manager, John Hendricks. As of the date hereof, John Hendricks directly holds 395,357 shares of Common Stock.
(c)	Other than as set forth above, HFM has not effected any transactions in the Common Stock during the 60 days prior to the filing of this Amendment No. 5. Mr. Hendricks has not effected any transactions in the Common Stock in 60 days prior to the filing of this Amendment No. 5.
(d)	To the best knowledge of the Reporting Persons, no one other than the Reporting Persons, or the partners, members, affiliates or shareholders of the Reporting Persons, has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock reported herein as beneficially owned by the Reporting Persons.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is hereby amended and supplemented as follows: Item 4 above summarizes certain provisions of the Underwriting Agreement and is incorporated herein by reference. A copy of the Underwriting Agreement is attached as an exhibit hereto and incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	99.1 Underwriting Agreement, dated August 12, 2025, among CuriosityStream Inc., Hendricks Factual Media LLC and Needham & Company, LLC, as representatives to the several underwriters named therein (incorporated by reference to Exhibit 1.1 to the Issuer's Current Report on Form 8-K filed with the SEC on August 14, 2025).

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Hendricks Factual Media LLC

Signature:	John Hendricks
Name/Title:	Manager
Date:	08/18/2025

John Hendricks

Signature:	John Hendricks
Name/Title:	John Hendricks
Date:	08/18/2025

FAQ

What did Hendricks Factual Media LLC disclose in the Schedule 13D/A for CURI?

The filing discloses that HFM completed an underwritten secondary offering selling 8,050,000 shares at $3.50 per share and agreed to a 90-day lock-up; HFM holds 12,206,188 shares (21.1%).

How many CuriosityStream (CURI) shares do John Hendricks and HFM beneficially own?

As of the filing, HFM directly holds 12,206,188 shares and John Hendricks directly holds 395,357 shares, with an aggregate reported beneficial ownership of 12,601,545 shares representing 21.8% of outstanding stock (57,929,733).

When was the Underwriting Agreement executed and what does it include?

The Underwriting Agreement is dated August 12, 2025, and it governed the sale of the shares and includes a 90-day lock-up applicable to HFM and Mr. Hendricks; the agreement is filed as Exhibit 99.1.

Did the reporting persons trade other CURI shares in the 60 days before this filing?

No. The filing states that HFM and Mr. Hendricks did not effect any transactions in the Common Stock during the 60 days prior to this Amendment No. 5 filing.

What percentage of CURI's outstanding shares did the reported holdings represent?

The holdings reported correspond to 21.1% for HFM and 21.8% for John Hendricks based on 57,929,733 shares outstanding as of August 4, 2025.