NorthStrive director surrenders 11,089 Class B shares

The cancellation was one allocation within a 629,998-share forfeiture after the underwriters’ Over-allotment Option expired unexercised.

Rhea-AI Filing Summary

NorthStrive Acquisition Corp I. reports cancellation of 11,089 Class B ordinary shares surrendered by director George Kovalyov for no consideration. The cancellation became effective October 20, 2026, retroactive to October 3, 2026. The shares were his pro rata portion of a 629,998-share forfeiture after the underwriters’ Over-allotment Option expired unexercised. Kovalyov held 73,929 Class B ordinary shares directly following the transaction.

Insider Trade Summary

Other: 11,089 shares

Other 1 txn

Insider Kovalyov George

Role Director

Type	Security	Shares	Price	Value
Other	Class B ordinary shares, par value $0.0001 per share F1, F2, F3	11,089	$0.00	$0.00

Holdings After Transaction: Class B ordinary shares, par value $0.0001 per share — 73,929 shares (Direct)

Footnotes (3)

1. F1. Class B ordinary shares (the "Initial Shares") were issued in a private placement to the Initial Shareholders of NorthStrive Acquisition Corp I. (the "Company") prior to the Company's initial public offering. Each Class B ordinary share will automatically convert into one Class A ordinary share at the time of the Company's initial Business Combination (or earlier at the option of the holder), on a one-for-one basis, subject to adjustment, as described in the Company's Amended and Restated Memorandum and Articles of Association and the final prospectus for the Company's initial public offering (File No. 333-297611).
2. F2. On October 20, 2026, the Reporting Person forfeited and surrendered 11,089 Class B ordinary shares to the Company for cancellation, for no consideration, pursuant to Section 1.4.1 of the Underwriting Agreement, dated August 17, 2026, between the Company and D. Boral Capital LLC, as representative of the several underwriters therein, as amended by Amendment No. 1 to Underwriting Agreement, dated as of October 8, 2026, (the "UA Amendment"). The cancellation became effective on October 20, 2026, with retroactive effect to October 3, 2026. The UA Amendment implements the pro rata allocation of the 629,998-share forfeiture required because the underwriters' Over-allotment Option expired unexercised on October 3, 2026. The Reporting Person's share of that forfeiture (11,089 Initial Shares) was calculated pro rata based on the Initial Shares held by the Reporting Person relative to the aggregate Initial Shares outstanding as set forth in Exhibit A to the UA Amendment.
3. F3. The Reporting Person is also the Manager of NorthStrive Sponsor I LLC (the "Sponsor"). PMGC Holdings Inc. is the sole member of the Sponsor and holds all membership interests and voting power of the Sponsor. The Reporting Person does not have voting or dispositive power over the securities held by the Sponsor and disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any; such securities are not reported herein.

Key Figures

Class B ordinary shares surrendered: 11,089 shares Direct Class B ordinary shares following transaction: 73,929 shares Aggregate forfeiture: 629,998 shares

3 metrics

Class B ordinary shares surrendered 11,089 shares Surrendered for cancellation on October 20, 2026

Direct Class B ordinary shares following transaction 73,929 shares George Kovalyov’s reported direct holdings after the transaction

Aggregate forfeiture 629,998 shares Pro rata forfeiture required after the underwriters’ Over-allotment Option expired unexercised

Key Terms

Initial Shares, Over-allotment Option, pro rata allocation

3 terms

Initial Shares financial

"Class B ordinary shares (the “Initial Shares”)"

Over-allotment Option financial

"the underwriters' Over-allotment Option expired unexercised"

An over-allotment option is a special agreement that allows underwriters to sell more shares than initially planned if demand is high. Think of it like a retailer offering extra units of a popular product to meet additional customer interest. This option helps ensure the full sale is completed and can also give investors extra shares if they want more.

pro rata allocation financial

"implements the pro rata allocation of the 629,998-share forfeiture"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many NSAI shares did George Kovalyov surrender?

George Kovalyov surrendered 11,089 Class B ordinary shares to NorthStrive Acquisition Corp I. for cancellation, for no consideration. The cancellation became effective October 20, 2026, retroactive to October 3, 2026, and he held 73,929 Class B ordinary shares directly following the transaction.

Why did George Kovalyov surrender NSAI shares?

The 11,089 shares were his pro rata portion of the 629,998-share forfeiture required because the underwriters’ Over-allotment Option expired unexercised on October 3, 2026. The allocation was made under the Underwriting Agreement, as amended October 8, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 10/22/2026 - 04:07 PM EDT Accepted by SEC EDGAR 10/22/2026 - 04:06 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kovalyov George

(Last) (First) (Middle)

120 NEWPORT CENTER DRIVE

(Street)

NEWPORT BEACH CALIFORNIA 92660

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NorthStrive Acquisition Corp I. [ NSAI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class B ordinary shares, par value $0.0001 per share(1)	10/20/2026(2)		J(2)		11,089	D(3)	$0.00(2)	73,929	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Class B ordinary shares (the "Initial Shares") were issued in a private placement to the Initial Shareholders of NorthStrive Acquisition Corp I. (the "Company") prior to the Company's initial public offering. Each Class B ordinary share will automatically convert into one Class A ordinary share at the time of the Company's initial Business Combination (or earlier at the option of the holder), on a one-for-one basis, subject to adjustment, as described in the Company's Amended and Restated Memorandum and Articles of Association and the final prospectus for the Company's initial public offering (File No. 333-297611).

2. On October 20, 2026, the Reporting Person forfeited and surrendered 11,089 Class B ordinary shares to the Company for cancellation, for no consideration, pursuant to Section 1.4.1 of the Underwriting Agreement, dated August 17, 2026, between the Company and D. Boral Capital LLC, as representative of the several underwriters therein, as amended by Amendment No. 1 to Underwriting Agreement, dated as of October 8, 2026, (the "UA Amendment"). The cancellation became effective on October 20, 2026, with retroactive effect to October 3, 2026. The UA Amendment implements the pro rata allocation of the 629,998-share forfeiture required because the underwriters' Over-allotment Option expired unexercised on October 3, 2026. The Reporting Person's share of that forfeiture (11,089 Initial Shares) was calculated pro rata based on the Initial Shares held by the Reporting Person relative to the aggregate Initial Shares outstanding as set forth in Exhibit A to the UA Amendment.

3. The Reporting Person is also the Manager of NorthStrive Sponsor I LLC (the "Sponsor"). PMGC Holdings Inc. is the sole member of the Sponsor and holds all membership interests and voting power of the Sponsor. The Reporting Person does not have voting or dispositive power over the securities held by the Sponsor and disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein, if any; such securities are not reported herein.

	/s/ George Kovalyov	10/22/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)