ASST
Strive, Inc.Trades by corporate insiders — officers, directors and holders of more than 10% of the shares — disclosed to the SEC on Forms 3, 4 and 5. Form 4 must be filed within two business days of the trade.
| Date | Insider | Role | Type | Security | Shares |
|---|---|---|---|---|---|
| 2026-06-30 | Pham Benjamin |
Director, Chief Financial Officer |
Tax↓
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. Represents the withholding of shares by the Registrant solely to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of the Restricted Stock Units. The Reporting Person did not voluntarily sell any shares of Class B Common Stock or Class A Common Stock in connection with the transactions reported herein. |
Class B Common Stock
|
4,267 |
| 2026-06-30 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↓
Filing footnotes — Restricted Stock Units (Direct)
The Restricted Stock Units vest as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. Represents the settlement of Restricted Stock Units into shares of Class B Common Stock. The Reporting Person did not voluntarily sell any shares of Class A Common Stock or Class B Common Stock in connection with the transactions reported herein. |
Restricted Stock Units
|
11,329 |
| 2026-06-30 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
The Restricted Stock Units vest as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. |
Class B Common Stock
|
11,329 |
| 2026-06-30 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Restricted Stock Units (Direct)
Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The Restricted Stock Units will fully vest on the first anniversary of December 31, 2025, subject to the Reporting Person's continuous service through such vesting date. |
Restricted Stock Units
|
14,815 |
| 2026-03-31 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↓
Filing footnotes — Restricted Stock Units (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units vest as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. Represents the settlement of Restricted Stock Units into shares of Class B Common Stock. The Reporting Person did not voluntarily sell any shares of Class A Common Stock or Class B Common Stock in connection with the transactions reported herein. |
Restricted Stock Units
|
11,329 |
| 2026-03-31 | Pham Benjamin |
Director, Chief Financial Officer |
Tax↓
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. Represents the withholding of shares by the Registrant solely to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of the Restricted Stock Units. The Reporting Person did not voluntarily sell any shares of Class B Common Stock or Class A Common Stock in connection with the transactions reported herein. |
Class B Common Stock
|
4,250 |
| 2026-03-31 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units vest as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. |
Class B Common Stock
|
11,329 |
| 2026-03-19 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Award↑
Filing footnotes — Restricted Stock Units (Direct)
The Restricted Stock Units vest as follows: 20% vests on each of the first five anniversaries of the applicable vesting commencement date (with the vesting dates always being on September 12 of each year), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. |
Restricted Stock Units
|
702,856 |
| 2026-02-18 | Pham Benjamin |
Director, Chief Financial Officer |
Buy↑
Filing footnotes — Class A Common Stock (Indirect)
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.0000 to $8.0906 per share. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4. Represents shares of Class A Common Stock held by the Reporting Person's IRA account. |
Class A Common Stock
(I)
|
6,213 |
| 2026-02-17 | Pham Benjamin |
Director, Chief Financial Officer |
Buy↑
Filing footnotes — Class A Common Stock (Indirect)
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $7.9980 to $8.3582 per share. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4. Represents shares of Class A Common Stock held by the Reporting Person's 401(k) Plan account. |
Class A Common Stock
(I)
|
7,900 |
| 2026-02-13 | Beirne Brian Logan |
Director, Chief Legal Officer |
Buy↑
Filing footnotes — Class A Common Stock (Direct)
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $8.71 to $8.73 per share. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to this Form 4. The amount reported in Column 5 has been adjusted to reflect the one-for-twenty reverse stock split effected by the Issuer on February 6, 2026 (the "Reverse Stock Split"). No fractional shares were issued in connection with the Reverse Stock Split. Any fractional shares that would have resulted from the Reverse Stock Split were rounded up to the nearest whole number. |
Class A Common Stock
|
11,500 |
| 2026-01-16 | Beirne Brian Logan |
Director, Chief Legal Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units vest over one year in four substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through the applicable vesting date. |
Class B Common Stock
|
164,810 |
| 2026-01-16 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↓
Filing footnotes — Restricted Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock vests as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. Represents the settlement of Restricted Stock Units into shares of Class B Common Stock. The Reporting Person did not voluntarily sell any shares of Class A Common Stock or Class B Common Stock in connection with the transactions reported herein. |
Restricted Class B Common Stock
|
212,930 |
| 2026-01-16 | Pham Benjamin |
Director, Chief Financial Officer |
Tax↓
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. Represents the withholding of shares by the Registrant solely to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of the Restricted Stock Units. The Reporting Person did not voluntarily sell any shares of Class B Common Stock or Class A Common Stock in connection with the transactions reported herein. |
Class B Common Stock
|
95,816 |
| 2026-01-16 | SEMLER ERIC |
Director |
Other↑
|
No Securities Owned
|
0 |
| 2026-01-16 | Beirne Brian Logan |
Director, Chief Legal Officer |
Tax↓
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. Represents shares of Class B Common Stock withheld by the Registrant solely to cover required tax withholding obligations in connection with the settlement of Restricted Stock Units. The Reporting Person did not voluntarily sell any shares of Class B Common Stock or Class A Common Stock in connection with the transactions reported herein. |
Class B Common Stock
|
83,178 |
| 2026-01-16 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Stock Option (Right to Buy) (Direct)
On January 16, 2026, in connection with the Merger, each outstanding stock option in respect of the common stock of Semler held by the Reporting Person (each, a "Semler Option") was converted into a right to purchase shares of Class A Common Stock (the "Converted Options") on substantially the same terms and conditions as the Semler Options, except that (i) the number of shares of Semler common stock subject to each such Converted Option equals (x) the number of shares of Semler common stock subject to each such Semler Option, multiplied by (y) 21.05, rounded down to the nearest whole share of Class A Common Stock, (ii) the per share exercise price for each such Converted Option equals (x) the per share exercise price of such Semler Option, divided by (y) 21.05, rounded up to the nearest whole cent and (iii) the Converted Options will be fully vested as of the closing of the Merger. This Converted Option is fully vested and exercisable. |
Stock Option (Right to Buy)
|
84,200 |
| 2026-01-16 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock vests as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. |
Class B Common Stock
|
212,930 |
| 2026-01-16 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Stock Option (Right to Buy) (Direct)
On January 16, 2026, in connection with the Merger, each outstanding stock option in respect of the common stock of Semler held by the Reporting Person (each, a "Semler Option") was converted into a right to purchase shares of Class A Common Stock (the "Converted Options") on substantially the same terms and conditions as the Semler Options, except that (i) the number of shares of Semler common stock subject to each such Converted Option equals (x) the number of shares of Semler common stock subject to each such Semler Option, multiplied by (y) 21.05, rounded down to the nearest whole share of Class A Common Stock, (ii) the per share exercise price for each such Converted Option equals (x) the per share exercise price of such Semler Option, divided by (y) 21.05, rounded up to the nearest whole cent and (iii) the Converted Options will be fully vested as of the closing of the Merger. This Converted Option is fully vested and exercisable. |
Stock Option (Right to Buy)
|
168,400 |
| 2026-01-16 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Stock Option (Right to Buy) (Direct)
On January 16, 2026, in connection with the Merger, each outstanding stock option in respect of the common stock of Semler held by the Reporting Person (each, a "Semler Option") was converted into a right to purchase shares of Class A Common Stock (the "Converted Options") on substantially the same terms and conditions as the Semler Options, except that (i) the number of shares of Semler common stock subject to each such Converted Option equals (x) the number of shares of Semler common stock subject to each such Semler Option, multiplied by (y) 21.05, rounded down to the nearest whole share of Class A Common Stock, (ii) the per share exercise price for each such Converted Option equals (x) the per share exercise price of such Semler Option, divided by (y) 21.05, rounded up to the nearest whole cent and (iii) the Converted Options will be fully vested as of the closing of the Merger. This Converted Option is fully vested and exercisable. |
Stock Option (Right to Buy)
|
3,157,500 |
| 2026-01-16 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Stock Option (Right to Buy) (Direct)
On January 16, 2026, in connection with the Merger, each outstanding stock option in respect of the common stock of Semler held by the Reporting Person (each, a "Semler Option") was converted into a right to purchase shares of Class A Common Stock (the "Converted Options") on substantially the same terms and conditions as the Semler Options, except that (i) the number of shares of Semler common stock subject to each such Converted Option equals (x) the number of shares of Semler common stock subject to each such Semler Option, multiplied by (y) 21.05, rounded down to the nearest whole share of Class A Common Stock, (ii) the per share exercise price for each such Converted Option equals (x) the per share exercise price of such Semler Option, divided by (y) 21.05, rounded up to the nearest whole cent and (iii) the Converted Options will be fully vested as of the closing of the Merger. This Converted Option is fully vested and exercisable. |
Stock Option (Right to Buy)
|
1,578,750 |
| 2026-01-16 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Stock Option (Right to Buy) (Direct)
On January 16, 2026, in connection with the Merger, each outstanding stock option in respect of the common stock of Semler held by the Reporting Person (each, a "Semler Option") was converted into a right to purchase shares of Class A Common Stock (the "Converted Options") on substantially the same terms and conditions as the Semler Options, except that (i) the number of shares of Semler common stock subject to each such Converted Option equals (x) the number of shares of Semler common stock subject to each such Semler Option, multiplied by (y) 21.05, rounded down to the nearest whole share of Class A Common Stock, (ii) the per share exercise price for each such Converted Option equals (x) the per share exercise price of such Semler Option, divided by (y) 21.05, rounded up to the nearest whole cent and (iii) the Converted Options will be fully vested as of the closing of the Merger. This Converted Option is fully vested and exercisable. |
Stock Option (Right to Buy)
|
260,493 |
| 2026-01-16 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Stock Option (Right to Buy) (Direct)
On January 16, 2026, in connection with the Merger, each outstanding stock option in respect of the common stock of Semler held by the Reporting Person (each, a "Semler Option") was converted into a right to purchase shares of Class A Common Stock (the "Converted Options") on substantially the same terms and conditions as the Semler Options, except that (i) the number of shares of Semler common stock subject to each such Converted Option equals (x) the number of shares of Semler common stock subject to each such Semler Option, multiplied by (y) 21.05, rounded down to the nearest whole share of Class A Common Stock, (ii) the per share exercise price for each such Converted Option equals (x) the per share exercise price of such Semler Option, divided by (y) 21.05, rounded up to the nearest whole cent and (iii) the Converted Options will be fully vested as of the closing of the Merger. This Converted Option is fully vested and exercisable. |
Stock Option (Right to Buy)
|
84,200 |
| 2026-01-16 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Class A Common Stock (Indirect)
On January 16, 2026, in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of September 22, 2025, by and among the Registrant and Semler Scientific, Inc., a Delaware corporation ("Semler," and such merger, the "Merger"), each share of Semler common stock held by the Reporting Person was cancelled and converted into the Reporting Person's right to receive 21.05 shares of Class A Common Stock, par value $0.001 per share, of the Registrant (the "Class A Common Stock"). Represents securities owned directly by TCS Capital Advisors, LLC ("TCS Advisors"). The Reporting Person, by virtue of his position as the managing member of TCS Capital Management, LLC, the investment advisor of TCS Advisors, may be deemed to beneficially own the securities owned directly by TCS Advisors. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
Class A Common Stock
(I)
|
1,637,079 |
| 2026-01-16 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units vest as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. |
Class B Common Stock
|
226,583 |
| 2026-01-16 | Beirne Brian Logan |
Director, Chief Legal Officer |
Convert↓
Filing footnotes — Restricted Stock Units (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units vest over one year in four substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through the applicable vesting date. Represents the settlement of Restricted Stock Units into shares of Class B Common Stock. The Reporting Person did not voluntarily sell any shares of Class A Common Stock or Class B Common Stock in connection with the transactions reported herein. |
Restricted Stock Units
|
164,810 |
| 2026-01-16 | SEMLER ERIC |
Director |
Award↑
Filing footnotes — Class A Common Stock (Direct)
On January 16, 2026, in connection with the consummation of the transactions contemplated by the Agreement and Plan of Merger, dated as of September 22, 2025, by and among the Registrant and Semler Scientific, Inc., a Delaware corporation ("Semler," and such merger, the "Merger"), each share of Semler common stock held by the Reporting Person was cancelled and converted into the Reporting Person's right to receive 21.05 shares of Class A Common Stock, par value $0.001 per share, of the Registrant (the "Class A Common Stock"). |
Class A Common Stock
|
13,395,083 |
| 2026-01-16 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↓
Filing footnotes — Restricted Stock Units (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units vest as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. Represents the settlement of Restricted Stock Units into shares of Class B Common Stock. The Reporting Person did not voluntarily sell any shares of Class A Common Stock or Class B Common Stock in connection with the transactions reported herein. |
Restricted Stock Units
|
226,583 |
| 2026-01-13 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Buy↑
Filing footnotes — Class A Common Stock (Direct)
The shares of Class A Common Stock of the Issuer ("Class A Common Stock") were purchased by the Reporting Person in open market transactions on the transaction date, with a volume weighted average purchase price of $0.9187. The range of purchase prices on the transaction date was $0.9111 to $0.9200 per share. |
Class A Common Stock
|
500,000 |
| 2025-12-15 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Buy↑
Filing footnotes — Class A Common Stock (Direct)
The shares of Class A Common Stock of the Issuer ("Class A Common Stock") was purchased by the Reporting Person in open market transactions on the transaction date, with a volume weighted average purchase price of $0.8152. The range of purchase prices on the transaction date was $0.8087 to $0.8152 per share. |
Class A Common Stock
|
207,457 |
| 2025-12-15 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Buy↑
Filing footnotes — Class A Common Stock (Indirect)
Represents shares of Class A Common Stock purchased through the Reporting Person's 401(k) Plan account on the transaction date. |
Class A Common Stock
(I)
|
58,739 |
| 2025-12-15 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Buy↑
Filing footnotes — Class A Common Stock (Indirect)
Represents shares of Class A Common Stock purchased through the Reporting Person's spouse's IRA account on the transaction date, with a volume weighted average purchase price of $0.8020. The range of purchase prices on the transaction date was $0.8019 to $0.8063 per share. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
Class A Common Stock
(I)
|
11,920 |
| 2025-12-15 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Buy↑
Filing footnotes — Class A Common Stock (Indirect)
Represents shares of Class A Common Stock purchased by LT&C LLC, over which the Reporting Person's spouse, as managing member, has sole voting and dispositive power. The price reflected in column 4 represents a volume weighted average purchase price of $0.8007. The range of purchase prices on the transaction date was $0.7973 to $0.8069 per share. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
Class A Common Stock
(I)
|
237,079 |
| 2025-11-13 | MACEY JONATHAN R |
Director |
Award↑
Filing footnotes — Restricted Stock Units (Direct)
Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The Restricted Stock Units will fully vest on the first anniversary of September 12, 2024 (the date on which the Reporting Person was appointed as a director of the Issuer), subject to the Reporting Person's continuous service through such vesting date. |
Restricted Stock Units
|
296,296 |
| 2025-11-13 | Roy Avik |
Director |
Award↑
Filing footnotes — Restricted Stock Units (Direct)
Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The Restricted Stock Units will fully vest on the first anniversary of September 12, 2024 (the date on which the Reporting Person was appointed as a director of the Issuer), subject to the Reporting Person's continuous service through such vesting date. |
Restricted Stock Units
|
296,296 |
| 2025-11-13 | Ramakrishnan Mahesh |
Director |
Award↑
Filing footnotes — Restricted Stock Units (Direct)
Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The Restricted Stock Units will fully vest on the first anniversary of September 12, 2024 (the date on which the Reporting Person was appointed as a director of the Issuer), subject to the Reporting Person's continuous service through such vesting date. |
Restricted Stock Units
|
296,296 |
| 2025-11-13 | Jajodia Shirish |
Director |
Award↑
Filing footnotes — Restricted Stock Units (Direct)
Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The Restricted Stock Units will fully vest on the first anniversary of September 12, 2024 (the date on which the Reporting Person was appointed as a director of the Issuer), subject to the Reporting Person's continuous service through such vesting date. |
Restricted Stock Units
|
296,296 |
| 2025-11-13 | Lavish James |
Director |
Award↑
Filing footnotes — Restricted Stock Units (Direct)
Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The Restricted Stock Units will fully vest on the first anniversary of September 12, 2024 (the date on which the Reporting Person was appointed as a director of the Issuer), subject to the Reporting Person's continuous service through such vesting date. |
Restricted Stock Units
|
296,296 |
| 2025-11-13 | Rochard Pierre |
Director |
Award↑
Filing footnotes — Restricted Stock Units (Direct)
Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. The Restricted Stock Units will fully vest on the first anniversary of September 12, 2024 (the date on which the Reporting Person was appointed as a director of the Issuer), subject to the Reporting Person's continuous service through such vesting date. |
Restricted Stock Units
|
296,296 |
| 2025-11-05 | Ramaswamy Vivek |
10% Owner |
Buy↑
Filing footnotes — Variable Rate Series A Perpetual Preferred Stock (Direct)
Represents shares purchased in connection with the underwritten public offering of Variable Rate Series A Perpetual Preferred Stock, $0.001 par value per share, of the Issuer (the "SATA Stock"). The shares of SATA Stock were purchased at the public offering price of $80.00 per share. |
Variable Rate Series A Perpetual Preferred Stock
|
15,625 |
| 2025-10-01 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 2 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. Each of the time-vesting condition and the performance vesting condition of the Restricted Stock Units was deemed to have been achieved subject to the closing by that certain Agreement and Plan of Merger dated as of May 6, 2025, as amended by that certain Amended and Restated Agreement and Plan of Merger, dated as of June 27, 2025, and such Restricted Stock Units were settled into shares of Class B Common Stock on October 1, 2025. |
Class B Common Stock
|
18,459,504 |
| 2025-10-01 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Gift↓
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 2 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. On October 1, 2025, the Reporting Person made a gift of 3,691,901 shares of Class B Common Stock to a charitable organization. The charitable organization is directly controlled by the Reporting Person and his spouse. The Reporting Person and his spouse received no consideration for the gift and no longer beneficially own the gifted shares. |
Class B Common Stock
|
3,691,901 |
| 2025-10-01 | Cole Matthew Ryan |
Director, Chief Executive Officer |
Tax↓
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 2 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. Each of the time-vesting condition and the performance vesting condition of the Restricted Stock Units was deemed to have been achieved subject to the closing by that certain Agreement and Plan of Merger dated as of May 6, 2025, as amended by that certain Amended and Restated Agreement and Plan of Merger, dated as of June 27, 2025, and such Restricted Stock Units were settled into shares of Class B Common Stock on October 1, 2025. Represents shares of Class B Common Stock withheld by the Registrant solely to cover required tax withholding obligations in connection with the settlement of Restricted Stock Units. The Reporting Person did not voluntarily sell any shares of Class B Common Stock or Class A Common Stock in connection with the transactions reported herein. |
Class B Common Stock
|
7,262,330 |
| 2025-10-01 | Beirne Brian Logan |
Director, Chief Legal Officer |
Convert↓
Filing footnotes — Restricted Stock Units (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units time-vested on June 15, 2025 and settled into shares of Class B Common Stock on October 1, 2025. Represents the settlement of Restricted Stock Units into shares of Class B Common Stock. The Reporting Person did not voluntarily sell any shares of Class A Common Stock or Class B Common Stock in connection with the transactions reported herein. |
Restricted Stock Units
|
87,903 |
| 2025-10-01 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units vest as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. |
Class B Common Stock
|
1,359,496 |
| 2025-10-01 | Beirne Brian Logan |
Director, Chief Legal Officer |
Convert↓
Filing footnotes — Restricted Stock Units (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units vest over one year in four substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through the applicable vesting date. Represents the settlement of Restricted Stock Units into shares of Class B Common Stock. The Reporting Person did not voluntarily sell any shares of Class A Common Stock or Class B Common Stock in connection with the transactions reported herein. |
Restricted Stock Units
|
494,430 |
| 2025-10-01 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock vests as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. |
Class B Common Stock
|
212,930 |
| 2025-10-01 | Beirne Brian Logan |
Director, Chief Legal Officer |
Convert↑
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock Units time-vested on June 15, 2025 and settled into shares of Class B Common Stock on October 1, 2025. |
Class B Common Stock
|
87,903 |
| 2025-10-01 | Beirne Brian Logan |
Director, Chief Legal Officer |
Tax↓
Filing footnotes — Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. Represents shares of Class B Common Stock withheld by the Registrant solely to cover required tax withholding obligations in connection with the settlement of Restricted Stock Units. The Reporting Person did not voluntarily sell any shares of Class B Common Stock or Class A Common Stock in connection with the transactions reported herein. |
Class B Common Stock
|
228,393 |
| 2025-10-01 | Pham Benjamin |
Director, Chief Financial Officer |
Convert↓
Filing footnotes — Restricted Class B Common Stock (Direct)
Each share of Class B Common Stock of the Registrant, automatically and without further action by the Reporting Person, is converted into one share of Class A Common Stock, upon the occurrence of a Transfer, other than a Permitted Transfer (each as defined in the Registrant's Amended and Restated Articles of Incorporation) or all shares of Class B Common Stock, automatically and without further action by the Reporting Person, shall be converted into an identical number of shares of Class A Common Stock at such date and time, or the occurrence of an event, specified by the affirmative vote (or written consent if action by written consent of stockholders is permitted at such time under the Registrant's Amended and Restated Articles of Incorporation) of the holders of a majority of the total voting power of the outstanding Class B Common Stock, voting as a separate class. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person. The Restricted Stock vests as follows: 25% vests on the first anniversary of the applicable vesting commencement date and the remainder vests in 12 substantially equal installments on a quarterly basis (with the vesting dates always being on March 31, June 30, September 30 or December 31, as applicable), in all cases subject to the Reporting Person's continued employment through each applicable vesting date. Represents the settlement of Restricted Stock Units into shares of Class B Common Stock. The Reporting Person did not voluntarily sell any shares of Class A Common Stock or Class B Common Stock in connection with the transactions reported herein. |
Restricted Class B Common Stock
|
212,930 |