Strive, Inc. Appoints New CFO, Changes Auditor

TL;DR

Strive's CFO is out, new auditor in, directors shuffling. Big changes at Strive, Inc.

AI Summary

Strive, Inc. announced on September 12, 2025, a change in its certifying accountant, with WithumSmith+Brown, PC replacing BDO USA, LLP. The company also reported the departure of Director David M. Johnson and the appointment of new officers, including Chief Financial Officer, Michael J. O'Connell. These changes are effective as of September 12, 2025.

Why It Matters

Changes in auditors and key financial officers can signal shifts in financial reporting practices or internal controls, potentially impacting investor confidence and financial statement reliability.

Risk Assessment

Risk Level: medium — The departure of a director and CFO, along with a change in auditor, introduces uncertainty regarding the company's financial oversight and future reporting.

Key Players & Entities

• Strive, Inc. (company) — Registrant
• WithumSmith+Brown, PC (company) — New Certifying Accountant
• BDO USA, LLP (company) — Former Certifying Accountant
• David M. Johnson (person) — Departing Director
• Michael J. O'Connell (person) — Appointed Chief Financial Officer
• September 12, 2025 (date) — Effective date of changes

FAQ

Key Financial Figures

• $0.001 — hich registered Class A Common Stock, $0.001 par value per share ASST The Nasdaq
• $800,000 — t provides for an annual base salary of $800,000 and an annual performance-based bonus w
• $2,000,000 — ng of the Merger, in an amount equal to $2,000,000 to be paid promptly after the Closing D
• $17,000,000 — restricted stock units with a value of $17,000,000, with the number of shares underlying t
• $500,000 — t provides for an annual base salary of $500,000 and an annual performance-based bonus w
• $350,000 — t provides for an annual base salary of $350,000 and an annual performance-based bonus w
• $4,800,000 — ide for a death benefit of no less than $4,800,000). Mr. Cole's Agreement also provides th
• $250,000 — services at a maximum annual amount of $250,000 per year, subject to review by the Boar
• $2.50 — -sale offering equal to or greater than $2.50 per share (the "Amendment"). The Subs

Filing Documents

• ea0257312-8k_strive.htm (8-K) — 52KB
• ea025731201ex1-1_strive.htm (EX-1.1) — 18KB
• ea025731201ex16-1_strive.htm (EX-16.1) — 3KB
• ex16-1_001.jpg (GRAPHIC) — 26KB
• 0001213900-25-087387.txt ( ) — 285KB
• asst-20250912.xsd (EX-101.SCH) — 3KB
• asst-20250912_lab.xml (EX-101.LAB) — 33KB
• asst-20250912_pre.xml (EX-101.PRE) — 22KB
• ea0257312-8k_strive_htm.xml (XML) — 4KB

01

Item 4.01 Changes in Registrant's Certifying Accountant. As previously disclosed, on September 12, 2025, Strive, Inc., a Nevada corporation, which was, until September 12, 2025, known as Asset Entities Inc. (the "Company"), completed the merger whereby Alpha Merger Sub, Inc., an Ohio corporation and a direct, wholly owned subsidiary of Asset Entities Inc. merged with and into Strive Enterprises, Inc., an Ohio corporation, with Strive Enterprises, Inc. as the surviving corporation and as a direct, wholly owned subsidiary of the Company (the "Merger"), which closed on September 12, 2025 (the "Closing Date"). WWC, P.C. ("WWC") served as the Company's independent registered public accounting firm for the fiscal years ended December 31, 2024 and 2023. KPMG LLP ("KPMG") served as the independent registered public accounting firm for the fiscal years ended December 31, 2024 and 2023 for Strive Enterprises, Inc. On the Closing Date, it was determined that WWC would be dismissed and KPMG would serve as the independent registered public accounting firm for the Company beginning with the fiscal year ending December 31, 2025. The decision to dismiss WWC and to engage KPMG was made by the audit committee of the Board of Directors of the Company (the "Board") on the Closing Date with immediate effect. WWC's reports on the Company's financial statements for the fiscal years ended December 31, 2024 and 2023 did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope, or accounting principles. For the fiscal years ended December 31, 2024 and 2023 and during the subsequent periods through the date of this Current Report on Form 8-K, there were no disagreements (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions thereto) between the Company and WWC on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement

01

Item 8.01. Other Events Amendment No. 1 to the Subscription Agreement As previously disclosed, the Company entered into subscription agreements (each an "Original Subscription Agreement" and together the "Original Subscription Agreements") with certain accredited investors (the "Subscribers"). A description of the Original Subscription Agreements was disclosed in the Company's Current Report on Form 8-K, filed with the SEC on May 27, 2025, which is incorporated herein by reference. Capitalized terms used herein and not otherwise defined shall have the meanings given to them in the Original Subscription Agreements. On September 15, 2025, the Company entered into amendments (each a "Subscription Agreement Amendment" and together the "Subscription Agreement Amendments") with certain accredited investors (the "Subscribers") to amend the Original Subscription Agreements to permit the Company to conduct an at-the-market offering of the Common Stock at a per-sale offering equal to or greater than $2.50 per share (the "Amendment"). The Subscribers represent a majority in interest of the Placement Shares offered pursuant to the Original Subscription Agreements required to amend such agreements for the Amendment. The representations, warranties and covenants contained in the Subscription Agreement Amendments were made solely for the benefit of the parties thereto and the placement agents expressly named as third-party beneficiaries thereto and may be subject to limitations agreed upon by the contracting parties. Accordingly, the Subscription Agreements Amendments are incorporated herein by reference only to provide investors with information regarding the terms thereof and not to provide investors with any other factual information regarding the Company or its business, and should be read in conjunction with the disclosures in the Company's periodic reports and other filings with the SEC. The foregoing description of the Subscription Agreement Amendments is not c

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 1.1 Form of Amendment No. 1 to the Sale and Subscription Agreements, dated as of September 15, 2025, by and between Strive, Inc. and the subscribers party thereto. 16.1 Letter from WWC, P.C. to the Securities and Exchange Commission dated September 15, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: September 15, 2025 Strive, Inc. /s/ Matthew Cole Name: Matthew Cole Title: Chief Executive Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR