SEC FORM 4

SEC FORM 4 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

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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^*

Pham Benjamin

(Last)

(First)

(Middle)

C/O STRIVE, INC.

200 CRESCENT COURT SUITE 1400

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Strive, Inc. [ ASST ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Class B Common Stock	⁽¹⁾⁽²⁾⁽³⁾	10/01/2025		M			212,930⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	⁽³⁾	⁽¹⁾⁽²⁾⁽³⁾	Class A Common Stock	212,930	⁽¹⁾⁽²⁾⁽³⁾	212,930	D
Class B Common Stock	⁽¹⁾⁽²⁾⁽³⁾	10/01/2025		M		212,930⁽¹⁾⁽²⁾⁽³⁾		⁽³⁾	⁽¹⁾⁽²⁾⁽³⁾	Class A Common Stock	212,930	⁽¹⁾⁽²⁾⁽³⁾	3,193,948	D
Restricted Stock Units	⁽¹⁾⁽²⁾⁽⁵⁾	10/01/2025		M			1,359,496⁽¹⁾⁽²⁾⁽⁴⁾⁽⁵⁾	⁽⁵⁾	⁽¹⁾⁽²⁾⁽⁵⁾	Class B Common Stock	1,359,496	⁽¹⁾⁽²⁾⁽⁵⁾	2,265,828	D
Class B Common Stock	⁽¹⁾⁽²⁾⁽⁵⁾	10/01/2025		M		1,359,496⁽¹⁾⁽²⁾⁽⁵⁾		⁽⁵⁾	⁽¹⁾⁽²⁾⁽⁵⁾	Class A Common Stock	1,359,496	⁽¹⁾⁽²⁾⁽⁵⁾	4,553,444	D
Class B Common Stock	⁽¹⁾⁽²⁾⁽⁶⁾	10/01/2025		F			534,153⁽¹⁾⁽²⁾⁽⁶⁾	⁽⁶⁾	⁽¹⁾⁽²⁾⁽⁶⁾	Class A Common Stock	534,153	$2.5	4,019,291	D

Explanation of Responses:

1. 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.

2. (Footnote 1 continued) The Class B Common Stock may also be converted into Class A Common Stock at the election of the Reporting Person.

3. 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.

4. 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.

5. 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.

6. 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.

	/s/ Brian Logan Beirne, attorney-in-fact for Benjamin Pham	10/03/2025
	** 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.

SEC Form 4 filed by Chief Financial Officer Pham Benjamin