Semler Scientific Inc SEC Filings

Semler Scientific, Inc. outlines legal and procedural information related to the proposed acquisition of Semler Scientific by Strive, Inc.. Strive has filed a Registration Statement on Form S-4 with the SEC to register Class A common stock to be issued in connection with the transaction, which includes a combined information statement, proxy statement and prospectus sent to Semler Scientific stockholders to seek their approval. Stockholders are urged to review these SEC documents because they contain important details about both companies and the proposed merger. The communication clarifies that it is not an offer to sell or buy securities and includes a standard cautionary statement about forward-looking statements, emphasizing that actual results may differ materially due to various risks and uncertainties.

Strive, Inc. has shared a communication related to its proposed business combination with Semler Scientific, Inc., emphasizing that many statements about the deal are forward-looking and subject to risks and uncertainties. The text explains that expectations about strategic and financial benefits, future performance, and timing of closing may differ materially from actual results and refers readers to recent Form 10-Qs and Strive’s Form S-4 for key risk factors.

Strive has filed a Registration Statement on Form S-4 to register Class A common stock to be issued in the proposed transaction, which includes an information statement of Strive, a proxy statement of Semler Scientific, and a prospectus of Strive sent to Semler Scientific stockholders to seek their approval. Investors and stockholders of Semler Scientific are urged to read the S-4 and related Information Statement/Proxy Statement/Prospectus and other SEC filings, which are available free of charge from the SEC’s website and the companies’ investor relations channels. The communication also identifies that directors, officers and employees of both companies may be deemed participants in the proxy solicitation and clarifies that this is not an offer or solicitation to buy or sell securities.

Strive, Inc. has circulated a communication related to its proposed business combination with Semler Scientific, Inc.. The message emphasizes that it contains forward-looking statements about the strategic and financial effects of the planned transaction, the timing of closing and the integration of the two businesses, and warns that actual results may differ due to various risks and uncertainties.

Strive has filed a Registration Statement on Form S-4 with the SEC to register Class A common stock to be issued in the transaction, which includes an information statement for Strive, a proxy statement for Semler Scientific and a prospectus for Strive. A definitive Information Statement/Proxy Statement/Prospectus was sent to Semler Scientific stockholders to seek their approval, and investors are urged to read these SEC materials, which also describe the interests and securities holdings of directors and executive officers involved in the proxy solicitation.

Strive, Inc. and Semler Scientific, Inc. discuss their proposed merger and Bitcoin-focused strategy. Semler’s Eric Semler explains that the company adopted Bitcoin as its treasury asset and acquired over 5,000 Bitcoin in about a year, but its core medical business faced regulatory headwinds, prompting merger talks with Strive. He says Semler shareholders can now vote on the deal ahead of a special meeting on January 13, with both companies supporting approval.

Strive CEO Matt Cole outlines a combined strategy built around “digital credit” and perpetual preferred equity designed to provide amplified exposure to Bitcoin without traditional debt. He notes strong demand for Strive’s SATA preferred stock, including an upsized $200 million IPO that was more than two times oversubscribed and a current stated rate of 12.25% with an effective yield above 13%. The speakers also highlight potential upside from Semler’s healthcare operations, including a heart disease screening product that is awaiting FDA approval, while emphasizing that expectations about Bitcoin, digital credit growth, and regulatory outcomes are forward-looking and subject to risk.

Strive, Inc. filed a communication related to its proposed business combination with Semler Scientific, Inc.. The notice focuses on legal disclosures rather than deal terms, emphasizing that many statements about the transaction, its strategic and financial benefits, timing, and post-closing performance are "forward-looking statements" that involve significant risks and uncertainties. It explains that actual results for Strive, Semler Scientific, or the combined company may differ materially from these expectations.

The communication highlights that Strive has filed a Form S-4 registration statement to register Class A common stock to be issued in the deal, which includes an information statement for Strive, a proxy statement for Semler Scientific, and a prospectus for Strive. Semler Scientific stockholders are urged to read the registration statement, the combined Information Statement/Proxy Statement/Prospectus, and related SEC filings before voting or making any investment decision. The document also explains that directors, officers, and employees of both companies may be considered participants in soliciting proxies and clarifies that this communication is not an offer or solicitation to buy or sell securities.

Strive, Inc. and Semler Scientific are moving forward with a proposed business combination and related stockholder vote. Strive has filed a Registration Statement on Form S-4 with the SEC to register the Class A common stock it plans to issue in connection with the transaction, which includes an information statement for Strive, a proxy statement for Semler Scientific, and a prospectus for Strive. A definitive Information Statement/Proxy Statement/Prospectus has been sent to Semler Scientific stockholders to seek their approval of the deal, and investors are urged to read these materials and any amendments because they contain important details about both companies and the transaction. The communication emphasizes that many statements are forward-looking and subject to significant risks and uncertainties, directs investors to SEC and company websites for free copies of relevant filings, explains that directors and officers of both companies may be participants in the proxy solicitation, and clarifies that this communication does not itself constitute an offer or solicitation to buy or sell securities.

Semler Scientific director reports stock gift to family

A director of Semler Scientific, Inc. reported a Form 4 transaction dated 12/15/2025 involving a gift of 60,000 shares of common stock, coded as transaction type "G" for gift at a price of $0 per share. According to the explanation, these shares were gifted to the reporting person's grandchildren and other family members who do not share his home. Following this transaction, the reporting person beneficially owns 428,682 shares indirectly through W&D Chang Family Trust, 154,074 shares indirectly through six grantor retained annuity trusts, and 241,508 shares indirectly through Chang 2020 GP LP. The filing indicates the individual is a director of Semler Scientific and that the report is filed by one reporting person.

Strive, Inc. released a communication about its proposed business combination with Semler Scientific, Inc., explaining that the message contains forward-looking statements about the deal, its expected strategic and financial benefits, integration, and timing, all of which are subject to significant risks and uncertainties. The companies refer investors to prior SEC filings, including Strive’s Form S-4 filed on December 3, 2025 and both parties’ recent Form 10-Qs, for additional risk factors. Strive has filed a Registration Statement on Form S-4 to register Class A common stock to be issued in the transaction, which includes an information statement for Strive, a proxy statement for Semler Scientific, and a prospectus for Strive that was sent to Semler Scientific stockholders to seek approval of the proposed transaction. The communication identifies that directors, officers, and employees of both companies may be deemed participants in the proxy solicitation, provides ways to access SEC filings and company materials free of charge, and clarifies that this message is not an offer to sell securities or a solicitation to buy securities or votes.

Strive, Inc. describes its proposed business combination with Semler Scientific, Inc. and highlights that it has filed a Registration Statement on Form S-4 to register Class A common stock to be issued in connection with the deal. The Form S-4 includes an information statement for Strive, a proxy statement for Semler Scientific, and a prospectus for Strive, and a definitive version has been sent to Semler Scientific stockholders to seek their approval of the transaction.

The communication emphasizes that many statements about the expected benefits, timing, and integration of the combined company are forward-looking and subject to significant risks and uncertainties, directing readers to prior SEC filings for detailed risk factors. It explains how investors can obtain the S-4 and related documents free of charge from the SEC and company websites and notes that directors, officers, and employees of both companies may be deemed participants in the proxy solicitation. The message also clarifies that it does not constitute an offer to sell or buy securities.