If You Invested in Strive, Inc. Variable Rate Series A Perpetual Preferred Stock (SATA)

Strive, Inc. Variable Rate Series A Perpetual Preferred Stock (trading under the symbol SATA) represents a class of preferred equity issued by Strive, Inc., a financial services company in the asset management and Bitcoin treasury space. Strive describes itself as the first publicly traded asset management Bitcoin treasury company, with a focus on increasing Bitcoin per share and seeking to outperform Bitcoin over the long run. The SATA security is a variable rate, perpetual preferred stock that forms part of Strive’s capital structure and is listed on Nasdaq.

According to company disclosures, Strive’s business involves investment advisory, wealth management, and consulting services conducted through its subsidiary. Its stated objectives are to accumulate Bitcoin, increase Bitcoin-per-share, and outperform Bitcoin over time by using both beta Bitcoin treasury accumulation strategies and alpha investment strategies that target returns above Bitcoin’s performance. Strive has also highlighted that it holds a significant number of bitcoins and that its asset management subsidiary, Strive Asset Management, LLC, is an SEC-registered investment adviser that manages assets through exchange-traded funds (ETFs).

The SATA Variable Rate Series A Perpetual Preferred Stock is characterized by an annual dividend rate that can be adjusted by Strive’s board of directors. The dividend rate is applied to a stated amount per share, and dividends are payable in monthly installments when declared by the board. Company announcements have described specific dividend rate levels and monthly dividend amounts, and have noted that dividends on SATA may be expected to qualify as Return of Capital (ROC), in accordance with the terms of the preferred stock.

Strive has also established an at-the-market offering program for the SATA preferred stock. Under this program, the company may issue and sell additional shares of SATA up to a specified aggregate offering price pursuant to a sales agreement. The SATA shares may be sold by sales agents in transactions that qualify as at-the-market offerings under applicable securities regulations or by other permitted methods. Proceeds from such offerings are intended for general corporate purposes, which Strive has indicated can include acquiring bitcoin and bitcoin-related products, purchasing income-generating assets to grow the business, providing working capital, repurchasing shares of its Class A common stock, repaying debt, and potentially funding acquisitions of businesses, assets, or technologies that complement its existing activities.

Within Strive’s broader strategy, the SATA preferred stock functions as a financing instrument that supports its Bitcoin treasury and asset management objectives. The company has linked its capital-raising activities, including the SATA at-the-market program, to its goal of expanding Bitcoin holdings and related investments while managing its capital structure. Because SATA is a perpetual preferred security, it does not have a fixed maturity date, and investors rely on the terms of the preferred stock and the company’s dividend policies as disclosed in its offering documents and subsequent public communications.

Strive’s public communications also reference a proposed transaction with Semler Scientific, Inc., including a merger agreement and a Registration Statement on Form S-4 filed with the SEC. These materials, along with prospectus supplements and base prospectuses related to SATA offerings, provide additional detail on the rights and preferences of the SATA preferred stock, the company’s risk factors, and the potential impact of corporate transactions on Strive’s capital structure. Investors interested in SATA typically review these regulatory documents to understand dividend terms, offering mechanics, and how the preferred stock fits into Strive’s overall financing and Bitcoin treasury strategy.

Business focus and Bitcoin treasury strategy

Strive emphasizes a business model centered on Bitcoin exposure and asset management. The company’s stated objectives include accumulating Bitcoin, increasing Bitcoin-per-share, and attempting to outperform Bitcoin over the long term. To pursue these objectives, Strive refers to the use of beta Bitcoin treasury accumulation strategies, which relate to holding and accumulating Bitcoin as a treasury asset, and alpha investment strategies, which are intended to generate returns above Bitcoin’s performance. This dual focus positions Strive as both an asset manager and a Bitcoin treasury company.

Through its wholly owned subsidiary, Strive Asset Management, LLC, Strive offers investment advisory and wealth management services and has launched ETFs. The subsidiary is registered with the SEC as an investment adviser and manages assets in these investment products. This asset management activity complements Strive’s Bitcoin treasury focus and provides an additional business line within the financial services sector.

Role of SATA within Strive’s capital structure

The Variable Rate Series A Perpetual Preferred Stock (SATA) is one of Strive’s financing tools. Company announcements describe SATA as having a variable annual dividend rate based on a stated amount per share, with dividends payable monthly when declared. The board of directors has the authority to adjust the dividend rate, and Strive has publicly communicated changes to this rate, along with the corresponding annual and monthly dividend amounts under the SATA terms. The company has also indicated that it expects dividends on SATA to qualify as Return of Capital, subject to applicable tax treatment and the terms of the preferred stock.

Strive’s at-the-market program for SATA allows the company to issue and sell additional SATA shares over time, subject to the terms of a sales agreement and applicable securities laws. This structure provides flexibility in raising capital as market conditions permit. In its disclosures, Strive has outlined that net proceeds from SATA sales may be used for a range of corporate purposes tied to its Bitcoin treasury and asset management strategy, including acquiring bitcoin and bitcoin-related products, purchasing income-generating assets, funding working capital and capital expenditures, repurchasing common stock, repaying debt, and potentially pursuing acquisitions.

Regulatory and disclosure framework

Information about Strive, SATA, and related transactions is provided through SEC filings and prospectus materials. For SATA offerings, Strive has referenced an automatic shelf registration statement and a base prospectus, as well as prospectus supplements that describe the specific terms of the SATA stock and the at-the-market program. In connection with a proposed transaction involving Semler Scientific, Strive has filed a Registration Statement on Form S-4 that includes an information statement, proxy statement, and prospectus. These documents, together with current reports and other filings, outline risk factors, corporate governance information, and details about Strive’s securities, including SATA.

Strive’s public communications also contain cautionary statements regarding forward-looking information, highlighting that statements about future performance, transaction outcomes, and strategic benefits are subject to risks and uncertainties. Investors evaluating SATA typically consider these disclosures, along with the specific terms of the preferred stock, to assess how the security aligns with Strive’s Bitcoin-focused strategy and overall financial profile.