Form SCHEDULE 13D/A Strive, Inc. Filed by: Ramaswamy Vivek
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
|
Strive, Inc. (Name of Issuer) |
Class A Common Stock, $0.001 par value (Title of Class of Securities) |
(CUSIP Number) |
Vivek Ramaswamy C/O Steve Roberts, 611 Pennsylvania Avenue SE, Suite 353 Washington, DC, 20003 202- 417- 3529 Derek Dostal Davis Polk & Wardwell LLP, 450 Lexington Avenue New York, NY, 10017 212-450-4000 Evan Rosen Davis Polk & Wardwell LLP, 450 Lexington Avenue New York, NY, 10017 212-450-4000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
05/28/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Vivek Ramaswamy | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,693,897.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.6 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Assumes conversion of Class B Common Stock (as defined below) into Class A Common Stock. See Item 5 below.
SCHEDULE 13D
|
| CUSIP No. |
| 1 |
Name of reporting person
Virtuous Industries LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b) | ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
106,245.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0.2 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
Assumes conversion of Class B Common Stock (as defined below) into Class A Common Stock. See Item 5 below.
SCHEDULE 13D
|
| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A Common Stock, $0.001 par value | |
| (b) | Name of Issuer:
Strive, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
200 CRESCENT CT, Suite 1400, Dallas,
TEXAS
, 75201. | |
Item 1 Comment:
This Amendment No. 1 (this "Amendment") amends and supplements the Schedule 13D filed by the Reporting Persons on May 11, 2026 (the "Original Schedule 13D" as amended and supplemented by this Amendment, the "Schedule 13D"). This Amendment is being filed to reflect the updated percentage of class of securities information of the Reporting Persons as a result of the Issuer's ongoing issuance of additional shares of Class A Common Stock by the Issuer pursuant to the Issuer's at-the-market equity offering program. Except as specifically provided herein, this Amendment does not modify any of the information previously reported on the Original Schedule 13D. Capitalized terms not otherwise defined in this Amendment shall have the same meanings ascribed thereto in the Original Schedule 13D.
Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person assumes responsibility for the accuracy or completeness of the information concerning the other Reporting Persons, except as otherwise provided in Rule 13d-1(k). | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5(a) to the Original Schedule 13D is amended and restated in its entirety as follows: See Items 7-13 of the cover pages to the Amendment and Item 2 of the Schedule 13D (as amended by the Amendment). | |
| (b) | Item 5(b) to the Original Schedule 13D is amended and restated in its entirety as follows: See Items 7-13 of the cover pages to the Amendment and Item 2 of the Schedule 13D (as amended by the Amendment). | |
| (c) | Except as otherwise described in this Schedule 13D, the Reporting Persons have not effected any transactions in the Class A Common Stock during the 60 days preceding the date of this Schedule 13D. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
|
|
|
|
|