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Strive Asset Management: investment adviser
Strive Asset Management, LLC, doing business as Strive Asset Management, is an investment adviser registered with the SEC (file 801-125907, CRD 322039). What it reports on Form ADV: assets and clients, fees, owners, disciplinary history and its client brochure. From the SEC's Investment Adviser Public Disclosure site; read Oct 21, 2026.
- Assets managed
- $2.4B
- Discretionary
- 100%
- Accounts
- 15
- Employees
- 33
- In advisory roles
- 3
- Disclosures
- 0
Company page · SEC adviser record · Full Form ADV (PDF)
The firm reports no custody of client cash or securities.
Form ADV Part 1A, Item 5, as filed on the SEC Investment Adviser Public Disclosure site; read Oct 21, 2026.
Clients and fees
Whom the firm advises and how it is paid, from Items 5.D, 5.E and 5.G.
| Client type | Clients | Assets | Share |
|---|---|---|---|
| Registered funds | 13 | $2.4B | 99.9% |
| Private funds and other pooled vehicles | 1 | $1.6M | 0.1% |
How it is paid
- A percentage of assets under your management
Services
- Portfolio management for individuals and/or small businesses
- Portfolio management for investment companies (as well as "business development companies" that have made an election pursuant to section 54 of the Investment Company Act of 1940)
- Portfolio management for pooled investment vehicles (other than investment companies)
Who owns it
Schedule A lists direct owners of 5% or more (and officers who own a stake); Schedule B lists the owners of those owners.
Direct owners (Schedule A)
| Owner | Type | Role | Stake | Since | Control | Public company |
|---|---|---|---|---|---|---|
| Strive Enterprises, Inc | Company (U.S.) | Sole member | E 75% or more | May 2022 | Yes |
Indirect owners (Schedule B)
| Owner | Owns a stake in | Type | Stake | Control | Public company |
|---|---|---|---|---|---|
| Strive Inc. | Strive | Company (U.S.) | E 75% or more | Yes | Yes |
Form ADV reports ownership in bands, not exact stakes: A means 5% to 10%, B 10% to 25%, C 25% to 50%, D 50% to 75%, E 75% or more. F marks a general partner, trustee or managing member, a role that controls the firm without a percentage. Owners of less than 5% are not listed.
Form ADV Schedules A and B, via the SEC Investment Adviser Public Disclosure site.
Disciplinary history
The firm answered No to every disciplinary question on Form ADV (Item 11).
The brochure
Form ADV Part 2A: the plain-language document an adviser must give its clients. Each item is shown as filed; open an item to read all of it.
Strive ADV Brochure, filed Jun 12, 2026. Brochure PDF. Items: 4 · 5 · 6 · 7 · 8 · 9 · 10 · 11 · 12 · 13 · 14 · 15 · 16 · 17 · 18
Item 4. Advisory business
Background Strive is an Ohio limited liability company that was formed in May 2022 as a subsidiary of Strive Enterprises, Inc. Strive Enterprises is a subsidiary of Strive, Inc (fka Asset Entities, Inc) (“the Company”) which is a Nevada based C-Corp. with its principal office in Dallas, TX. The Company trades on Nasdaq under the ticker ASST as a publicly traded Bitcoin treasury company.
Core Principles Strive is unapologetically committed to shareholder primacy and believes that the purpose of a forprofit corporation is to maximize long-run value to investors. Strive aims to increase long-run capital market realized returns and assumptions by restoring free market capitalism by leading companies to focus on excellence.
Read the rest of Item 4 (961 more words)
Strive seeks to differentiate by offering investors attractive investment products that include the Firm’s dedicated approach to shareholder proposals, shareholder voting, public engagement, and private engagement. Strive engages in advocacy intended to encourage public companies to focus on economic factors in maximizing value for shareholders. This may include submitting or supporting shareholder proposals at public companies, advocating for changes in management or corporate structure at public companies, and a wide variety of corporate and/or public engagement.
Fund Management Exchange-Traded Funds Strive acts as a discretionary sub-adviser to a number of passively-managed and actively-managed exchange-traded funds (“ETFs”) that are investment companies registered under the Investment Company Act of 1940, as amended. Strive provides its investment advisory services in a subadvisory capacity to Empowered Funds, LLC dba EA Advisers, the primary adviser to the ETFs. The ETFs are each a series of EA Series Trust (the “Trust”) and are subject to the general supervision of the Board of Trustees of the Trust. For certain ETFs, Strive is responsible for dayto-day management of the ETF’s sector allocations and duration target, but another third-party subadviser is responsible for security selection. The ETFs are managed in accordance with the guidelines and restrictions set forth in each ETF’s Prospectus and Statement of Additional Information and all respective regulatory guidelines or limitations. ETFs, as pooled investment vehicles, are not tailored to individual shareholder needs. Please refer to Item 8 for information specific to the investment strategies for the ETFs.
Model Portfolios Strive provides non-discretionary model portfolios (“Model Portfolios”) that have underlying allocations generally consisting of individual ETFs, including ETFs managed by Strive. Although the Model Portfolios are not limited to allocations to ETFs managed by Strive, Strive prioritizes
allocation to the Strive ETFs (as described further below) and the Model Portfolios may be allocated up to 100% to such ETFs. Strive generally makes the Model Portfolios available through one or more model delivery programs sponsored by certain broker-dealers and/or investment advisers (“Sponsors”). In these arrangements, Strive does not customize or tailor a Model Portfolio. The Sponsor or a third-party adviser has discretion to accept, modify, or reject Strive’s recommendations and the responsibility to implement all transactions. Strive does not execute transactions for any underlying clients of the Sponsor or third-party adviser and does not consider such underlying clients to be clients of Strive. The Model Portfolios are not customized or tailored by Strive to reflect the financial circumstances or investment objectives of any underlying client. In addition, Strive typically neither receives nor has access to information regarding the underlying clients and does not have any contractual arrangement with such clients. The Sponsor determines the fee it charges to the underlying program participants. Participants in the Sponsor’s program should refer to the Sponsor’s disclosures for additional information regarding their accounts. Strive from time to time may make updates to the recommended allocations to ETFs that comprise the Model Portfolios. In the event of an update to the Model Portfolios, Strive will make such update available to the Sponsor, who in its sole discretion may determine whether to implement such updates on behalf of the underlying clients.
Direct Indexing (SMA/UMA Overlay Management) Strive offers a direct indexing service for investors who want flexibility to customize their portfolio (“Direct Indexing”). Strive offers the service indirectly to underlying clients through financial intermediaries by contracting with one or more third-party platform providers (“Platform Providers”) to provide an online unified managed account platform (“UMA Platform”). The applicable financial intermediary and/or Platform Provider has discretion with respect to the underlying clients’ portfolios, and the Platform Provider implements all transactions, in accordance with one or more strategies made available by Strive. For equity allocations, Direct Indexing allows the underlying investors to track an index’s performance through ownership in individual stocks, instead of through an ETF or mutual fund, while providing enhanced customization and ownership control. For fixed income allocations, exposure is obtained via Strive proprietary ETFs. Direct Indexing can also deliver potential tax benefits, including daily scanning for tax loss harvesting opportunities and the opportunity for in-kind transfers from existing equity portfolios. At no additional cost, Direct Indexing clients can opt in to Strive’s proxy voting recommendations, which solely focus on maximizing shareholder value. All clients must receive and approve a Tax Transition Analysis of the specific portfolio using the online tool, provided jointly by Strive and its Platform Provider, before they may elect to invest in the Strategy. Strive does not execute transactions for any underlying clients in the Direct Indexing program. Underlying clients participating in the Direct Indexing program through another financial intermediary should closely review their financial intermediary’s brochure for additional information regarding the services provided for their account.
Shareholder Proposals and Shareholder Voting Strive aims to advance mission-aligned shareholder proposals for companies and sectors in which its shareholders are invested. Shareholders of public companies have the right to vote on board member elections, as well as proposals submitted by other shareholders or a company’s management team. For each public company in which an ETF invests, Strive will analyze high impact proposals to determine whether they will help or hurt a company’s financial return and vote the shares of the public company that the ETF owns accordingly. Public and Private Engagement Strive leverages its public and private voice, on behalf of its clients, to drive mission-aligned change in companies and to set expectations for America’s business leaders. Public engagement by Strive will attempt to hold these companies and individuals accountable by applauding them when they meet those expectations and guiding them to improve when they fall short. More information about Strive’s product offerings, mission, and philosophy can be found on the Firm’s website.
Assets Under Management As of December 31, 2025, Strive managed approximately $ 2,375,076,576 in assets, all on a discretionary basis.
Item 5. Fees and compensation
ETFs Strive receives a management fee calculated as a percentage of assets under management for investment advisory services provided to the Strive ETFs. Each Strive ETF’s management fee may differ, and specific information regarding each Strive ETF’s fee schedule is contained in the applicable Prospectus and Statement of Additional Information. A copy of each Strive ETF’s offering document may be obtained on the website, www.strivefunds.com, or upon request at ir@strive.com. Other Fees and Expenses of ETFs Investors in the Funds pay expenses in addition to investment management fees that generally include administration, organizational, research and investment expenses, such as legal, line of credit, director, accounting, audit and other professional fees and expenses.
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These expenses are typically incorporated in the Fund’s share price or are allocated based on an investor’s pro-rata portion of the investment vehicle. Fees are not negotiable for shareholders in the Strive ETFs. For additional details regarding these fees and expenses, please refer to the Fund’s offering documents. For additional information regarding Strive’s brokerage practices, please refer to Item 12 of this
Brochure. Model Portfolios With respect to the Model Portfolios, Strive does not receive compensation from the Sponsor for providing the models. However, the Model Portfolios are designed to favor Strive ETFs, and Strive receives compensation in the form of management fees from the ETFs where a Model Portfolio includes an allocation to a Strive ETF. With limited exceptions discussed below, the Model Portfolios are constructed solely with ETFs managed by Strive, notwithstanding that there may be similar ETFs with lower fees and expenses, substantially better performance or exposure, or other characteristics preferable to one or more Strive ETFs. Strive only allocates to its proprietary ETFs and will not consider peer funds, except for asset classes in which there is not an existing proprietary ETF/offering. Strive is subject to an inherent conflict of interest in constructing the Model Portfolios because it earns underlying fund fees when accounts invested based on a Model Portfolio include an allocation to its own ETFs. For example, Strive has an incentive to minimize the allocation to any non-proprietary offering because it will not earn fees with respect to any thirdparty vehicles. This conflict of interest also means Strive has an incentive to favor, among the ETFs it manages, greater allocations to ETFs that will pay the highest fee rate to Strive. In addition, ETFs, including those ETFs in the Model Portfolios, pay certain fees and expenses including investment advisory, administrative, distribution, transfer agent, custodial, legal, audit, and other customary fees and expenses. When Sponsors or third-party managers invest assets of their underlying clients in Strive ETFs based on the Model Portfolios, the fees paid by the underlying participants will be used indirectly to pay certain expenses of the applicable Strive ETF and therefore ultimately benefit Strive. The selection of proprietary ETFs may also increase the assets in such ETFs and benefit Strive through increased asset-based fees. Direct Indexing (SMA/ UMA Overlay Management) Strive receives a management fee based on a percentage of each client’s assets under management through the UMA Platform. To the extent that underlying client assets are allocated to Strive ETFs on the UMA Platform, Strive will not charge account-level management fees on the portion of the client’s assets allocated to the ETFs. However, Strive will ultimately receive compensation in the form of management fees charged by the Strive ETFs. For indirect clients participating via another financial intermediary, Strive will invoice the financial intermediary for the management fee. Strive’s fees for Direct Indexing start at 0.30%, however fees could be reduced based on factors including assets under management with the firm.
Item 6. Performance-based fees and side-by-side management
Strive does not charge performance-based fees (fees based on a share of capital gains on or capital appreciation of your investments).
Item 7. Types of clients
Strive provides discretionary investment management services as a sub-adviser or an Investment Manager to ETFs. Strive also provides direct indexing solutions to other advisers or financial industry professionals. These clients are outlined in greater detail under Item 4. Investors in the Funds may include, but are not limited to, other investment advisers, individuals, trusts, charitable organizations, business entities, and plans subject to the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).
Item 8. Methods of analysis, investment strategies and risk of loss
Methods of Analysis and Investment Strategies Strive Passive Funds Strive uses a “passive” or indexing approach to seek to achieve each ETF’s investment objective. Unlike many investment companies, the ETFs do not seek to “beat” their respective index and do not seek temporary defensive positions when markets decline or appear overvalued. Instead, the ETFs seek to track the total return performance, before fees and expenses, of an index. Each ETF tracks a unique index curated by a third-party index provider.
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The passively-managed ETFs will generally use a “replication” strategy to seek to achieve their applicable investment objectives, meaning that each passively-managed ETF will invest in all of the component securities of the ETF’s respective index in the same approximate proportions as in the index. Occasionally, when Strive believes it is in the best interest of the ETF(s), Strive may use a “replication sampling” strategy, meaning that each ETF may invest in a sample of the securities in their respective index whose risk, return, and other characteristics closely resemble the risk, return, and other characteristics of the index as a whole. Strive Active Funds For its actively-managed ETFs, Strive utilizes an active management approach to achieve each ETF’s investment objective. The top-level fixed income sector positioning, allocation, and duration targets are selected by the Strive portfolio management team, while the individual security selection is conducted by a third-party Sub Adviser. Each ETF invests in a broad range of fixed income securities that may or may not be included in each ETF’s respective benchmark. The toplevel fixed income sector positioning, allocation, and duration targets seek to outperform the benchmarks over a full market cycle. The Funds are actively managed and the Sub-Advisers’ ability to choose suitable investments and implement the strategies has a significant impact on the ability of the Funds to achieve their investment objectives. In addition, there is the risk that the investment process, techniques, and analyses used by the Sub-Advisers will not produce the desired investment results and the Fund may lose value as a result. Please refer to each ETF’s Prospectus and Statement of Additional Information for detailed information regarding portfolio composition, index characteristics, diversification, and other
important details regarding an ETF’s investment strategy. Indexing may eliminate the chance that an ETF will substantially outperform its index, but also may reduce some of the risks of active management, such as underperformance relative to a benchmark as a result of investment selection. Material Risks Set forth below are certain material risks that are often associated with the investment strategies, techniques, and types of securities relevant to Strive clients. The information in this Brochure does not address every potential risk. Investors in Strive Funds should also review the risks as described in each Fund’s respective offering documents for additional information. Risk of Loss Investing involves risk, and by choosing to invest you are subject to the risk of loss of some or all of your initial investment. We do not represent, warrant, or imply that the services or methods of analysis employed by us can or will predict future results, successfully identify market tops or bottoms, or insulate clients from losses due to market corrections or declines. In general investment risks involve the following: • • • • • • • • •
Systematic Risk: market or economic factors Interest Rate Risk: change in value and yield Inflation Risk: loss of value or buying power Currency Risk: loss due to monetary exchange rates with international investments Liquidity risk: inability to buy or sell an investment Sociopolitical Risk: instability in regions of the world can affect investment markets Management Risk: impact of bad company management decisions Credit Risk: default risk on borrowing Assessment Risk: ability to understand, determine and evaluate an investment
Investors in Strive Funds will be exposed to investment risks related to the underlying investments of the Funds as well as risks associated with the Funds. An advisory account that invests in Strive Funds, or an account managed based on a Model Portfolio that invests in Strive ETFs will also be exposed to these risks as well as risks related to managed accounts. Principal risks of investing may include the following: Investment Risk: Investments could lose money due to short-term market movements and over longer periods during market downturns. Securities may decline in value due to factors affecting securities markets generally or particular asset classes or industries represented in the markets. The value of a security may decline due to general market conditions, economic trends or events that are not specifically related to the issuer of the security or to factors that affect a particular industry or group of industries. During a general downturn in the securities markets, multiple asset classes may be negatively affected. Equity Investing Risk: Investments in equity securities involve certain risks, such as market fluctuations, changes in interest rates, and perceived trends in stock prices. The values of equity
securities could decline generally or could underperform other investments due to these risks. In addition, securities may decline in value due to factors affecting a specific issuer, market or securities markets generally. Passive Investment Risk: Certain ETFs are not actively managed, and Strive will not sell any investments due to current or projected underperformance of the securities, industries, or sector in which it invests, unless the investment is removed from the applicable index, sold in connection with a rebalancing of the index as addressed in the index methodology, or sold to comply with an ETF’s investment limitations (for example, to maintain tax status). This could cause the return to be lower than if the ETFs employed an active strategy. Index Calculation Risk: For passively-managed ETFs, each index relies on various sources of information to assess the criteria of issuers included in the index, including fundamental information that may be based on assumptions and estimates. There is no assurance that an index’s calculation methodology or sources of information will provide a correct valuation of securities, nor is there a guarantee of the availability or timeliness of the production of the index. Tracking Error Risk: Tracking error is the divergence of portfolio performance from that of the underlying index or benchmark. Performance may diverge from that of the benchmark for numerous reasons, including security selection, transaction costs, the holding of cash, differences in accrual of dividends, changes to the underlying index, rebalancing, or the need to meet new or existing regulatory requirements. Index Risk - Quarterly Rebalance Risk: Because an index generally changes its exposure based on data only as of the last business day of each quarter, (i) an index’s exposure may be affected by significant market movements at or near quarter end that are not predictive of the market’s performance for the subsequent quarter and (ii) changes to an index’s exposure may lag a significant change in the market’s direction (up or down) by as long as a quarter if such changes first take effect at or near the beginning of a quarter. Such lags between market performance and changes to an index’s exposure may result in significant underperformance relative to the broader equity or fixed income market. Large-Capitalization Companies Risk: Large-capitalization companies may trail the returns of the overall stock market. Large-capitalization stocks tend to go through cycles of doing better – or worse – than the stock market in general. These periods have, in the past, lasted for as long as several years. When large capitalization companies are out of favor, these securities may lose value or may not appreciate in line with the overall market. Mid-Capitalization Companies Risk: The securities of mid-capitalization companies may be more vulnerable to adverse issuer, market, political, or economic developments than securities of largercapitalization companies. The securities of mid-capitalization companies generally trade in lower volumes and are subject to greater and more unpredictable price changes than larger capitalization stocks or the stock market as a whole. Some mid-capitalization companies have limited product lines, markets, and financial and managerial resources and tend to concentrate on fewer geographical markets relative to larger capitalization companies.
Small-Capitalization Companies Risk: The securities of small-capitalization companies may be more vulnerable to adverse issuer, market, political, or economic developments than securities of large- or mid-capitalization companies. The securities of small-capitalization companies generally trade in lower volumes and, during adverse circumstances, may be more difficult to sell and receive a sales price comparable to the value assigned to the security by Strive. These securities are subject to greater and more unpredictable price changes than large- or mid-capitalization stocks or the stock market as a whole. There is typically less publicly available information concerning smallercapitalization companies than for larger, more established companies, which may make the valuation of such securities more difficult if there is not a readily available market price. Emerging Market Risk. Investments in securities and instruments traded in developing or emerging markets, or that provide exposure to such securities or markets, can involve additional risks relating to political, economic, or regulatory conditions not associated with investments in U.S. securities and instruments or investments in more developed international markets. Such conditions could cause investment decisions to be based on less accurate and limited information. Capital Controls and Sanctions Risk: Economic conditions, such as volatile currency exchange rates and interest rates, political events, military action and other conditions may, without prior warning, lead to foreign government intervention (including intervention by the U.S. government with respect to foreign governments, economic sectors, foreign companies, and related securities and interests) and the imposition of capital controls and/or sanctions, which may also include retaliatory actions of one government against another government, such as seizure of assets. Capital controls and/or sanctions include the prohibition of, or restrictions on, the ability to transfer currency, securities, or other assets. Capital controls and/or sanctions may negatively impact the value and/or liquidity of securities or currency to which they are applied. Impact of Tariffs on Investment Risk. Investing in markets affected by tariff policies carries risks that may negatively impact the value of investments. The United States government has the authority to impose, increase, or modify tariffs on imports and exports, which can lead to higher costs for businesses, supply chain disruptions, and retaliatory trade measures from other countries. There is no certainty regarding the duration, scope, or future changes to tariff policies, which may create an unpredictable investment environment. Investors should consider the potential impact of tariffs on specific industries and the broader economy when making investment decisions. Currency Exchange Risk. Changes in currency exchange rates and the relative value of non-U.S. currencies may negatively impact the value of investments. Currency exchange rates can be very volatile and can change quickly and unpredictably. As a result, the value of an investment may change quickly and without warning. Credit Risk. The financial condition of an issuer of a debt security or other instrument may cause such issuer to default, become unable to pay interest or principal due or otherwise fail to honor its obligations or cause such issuer to be perceived (whether by market participants, rating agencies, pricing services or otherwise) as being in such situations. The value of an investment may change quickly and without warning in response to issuer defaults, changes in the credit ratings of portfolio investments and/or perceptions related thereto.
Interest Rate Risk. Interest rate risk is the risk that fixed income securities will decline in value because of an increase in interest rates and changes to other factors, such as perception of an issuer’s creditworthiness. Portfolios with higher durations generally are subject to greater interest rate risk, usually making them more volatile than debt securities, such as bonds, with shorter durations. For example, the price of a security with a seven-year duration would be expected to drop by approximately 7% in response to a 1% increase in interest rates. Structured Products Risk. Certain ETFs may invest in structured products, including CLOs, CDOs, CMOs, and other asset-backed securities and debt securitizations. Some structured products have credit ratings but are typically issued in various classes with various priorities. Normally, structured products are privately offered and sold (that is, they are not registered under the securities laws) and may be characterized as illiquid securities; however, an active dealer market may exist for structured products that qualify for Rule 144A transactions. The senior and junior tranches of structured products may have floating or variable interest rates. The equity tranches of a structured product, which typically represent the first loss position in the structured product, are unrated and are subject to higher risks. Equity tranches of structured products typically do not have a fixed coupon and payments on equity tranches will be based on the income received from the underlying collateral and the payments made to the senior tranches, both of which may be based on floating rates based on a benchmark interest rate. Closed-End Funds. Closed-end funds (CEFs) are investment vehicles actively managed by investment advisors. They are distinguished by their unique features and benefits. Shares of CEFs are created through an initial public offering (IPO), after which they trade on an exchange, similar to stocks. As a result of trading on an exchange, CEFs will have both a market price and a net asset value (NAV). Market prices fluctuate based on supply and demand and typically trade above (premium) or below (discount) the fund’s NAV. The primary negative effect of the closed-end structure is the possibility of illiquidity. Since shares cannot be purchased or sold directly through the fund company, there are limitations on trading volume. If an order is placed, which would materially increase the day’s trading volume above the average, the price rises to correct this increase in demand. Likewise, if an investor wishes to sell an unusually large number of shares, the price will drop to a level where there are enough investors willing to purchase this large number of shares. The potential effect of reduced liquidity is that CEFs can experience share price volatility above that of mutual funds. Real Estate Investment Trusts (“REITs”). REITs are typically investments in large-scale, income producing real estate. A REIT is a company that owns and typically operates income-producing real estate or related assets such as office buildings, shopping malls, apartments, hotels, warehouses, and mortgages or loans. Unlike other real estate companies, a REIT does not develop real estate properties to resell them. Instead, a REIT buys and develops properties primarily to operate as part of an investment portfolio. Many REITs are registered with the SEC and can be offered publicly through a stock exchange (exchange-traded) or not publicly offered (nonexchange traded). Depending on the type of offering, REITs can involve special risks such as lack of liquidity, transparency in share value, and method used to pay distributions.
Digital Assets and Bitcoin Risk. The investment characteristics of digital assets (“Digital Assets”) which includes, but is not limited to, virtual currencies, crypto-currencies, and digital coins and tokens, generally differ from those of traditional currencies, commodities or securities. Importantly, Digital Assets are not backed by a central bank or a national, supra-national or quasinational organization, any hard assets, human capital, or other form of credit. Rather, Digital Assets are market-based: a Digital Asset’s value is determined by (and fluctuates often, according to) supply and demand factors, the number of merchants that accept it, and/or the value that various market participants place on it through their mutual agreement, barter or transactions. Certain activities that we undertake in connection with holding Digital Assets can lead to significant risks, such as limitations on liquidity or a risk of loss or theft due to malicious actions, network interruptions or a failure by third-party validators to validate transactions. The growth and use of Digital Assets generally is subject to a high degree of uncertainty. The future of the industry likely depends on several factors, including, but not limited to: (a) economic and regulatory conditions relating to Digital Assets, including digital currencies; (b) government regulation of the use of and access to Digital Assets, including digital currencies; (c) government regulation of Digital Asset and digital currency service providers, administrators or exchanges; (d) the domestic and global market demand for—and availability of—other forms of Digital Asset/digital currency or payment methods; and (e) uniquely regarding Bitcoin, the security, integrity and adoption of the Bitcoin network source code protocol. Any slowing or stopping of the development or acceptance of Digital Assets or a Digital Asset network or Bitcoin or the Bitcoin network, may adversely affect a client’s account. Digital assets exposure may be obtained through investment in ETPs that primarily hold Bitcoin or Bitcoin futures. For risks related to ETPs and ETFs generally, see “ETP and ETF Risks” below. Additionally, Strive may hold Bitcoin as a treasury reserve asset on its balance sheet. This introduces unique risks, including significant balance sheet volatility, regulatory uncertainty, and potential operational or custodial failures. These holdings may affect Strive’s financial position and perceived financial stability. Investors should be aware that such exposure involves the risk of loss and may impact the Firm’s operations in ways that are not typical of traditional asset managers. Alternative Investments Risk. Investments classified as “alternative investments” may include a broad range of underlying assets including, but not limited to, hedge funds, private equity, venture capital, and registered, publicly traded securities. Alternative investments are speculative, not suitable for all clients and intended for only experienced and sophisticated investors who are willing to bear the high risk of the investment, which can include: loss of all or a substantial portion of the investment due to leveraging, short-selling, or other speculative investment practices; lack of liquidity in that there may be no secondary market for the fund and none expected to develop; volatility of returns; potential for restrictions on transferring interest in the fund; potential lack of diversification and resulting higher risk due to concentration of trading authority; absence of information regarding valuations and pricing; potential for delays in tax reporting; less regulation and typically higher fees than other investment options such as mutual funds. ETF and ETP Risks: The following are potential risks associated with ETFs and ETPs generally. Authorized Participants, Market Makers and Liquidity Providers Concentration Risk: ETFs and ETPs have a limited number of financial institutions that may act as Authorized Participants
(“APs”). In addition, there may be a limited number of market makers and/or liquidity providers in the marketplace. To the extent either of the following events occur, an ETF’s or ETP’s shares may trade at a material discount to NAV and possibly face delisting: (i) APs exit the business or otherwise become unable to process creation and/or redemption orders and no other APs step forward to perform these services, or (ii) market makers and/or liquidity providers exit the business or significantly reduce their business activities and no other entities step forward to perform their functions. Premium-Discount Risk: An ETF’s or ETP’s shares may trade above or below their net asset value (“NAV”). The market prices of shares will generally fluctuate in accordance with changes in NAV as well as the relative supply of, and demand for, shares on NYSE Arca, Inc. (“Exchange”) or other securities exchanges. The trading price of shares may deviate significantly from NAV during periods of market volatility or limited trading activity in shares. Cost of Trading Risk: Buying or selling shares of an ETF or ETP in the secondary market may require
an investor to pay brokerage commissions or other charges imposed by brokers as determined by that broker. Brokerage commissions are often a fixed amount and may be a significant proportional cost for investors seeking to buy or sell relatively small amounts of shares.
Trading Risk: There can be no assurance that an active or liquid trading market for ETF or ETP shares will be maintained. In addition, trading in ETF or ETP shares on the exchange may be halted. In stressed market conditions, the liquidity of an ETF’s or ETP’s shares may begin to mirror the liquidity of its underlying portfolio holdings, which can be less liquid than the ETF’s or ETP’s shares, potentially causing the market price of the ETF’s or ETP’s shares to deviate from its NAV. Sector Risk: The following are potential risks associated with particular sectors of the economy. To the extent that an ETF invests more heavily in certain sectors, performance will be especially sensitive to developments and disruptions that affect those sectors. This will also affect investments of client accounts that invest in ETFs or an account managed based on a Model Portfolio that invests in ETFs. Energy Sector Risk: The market value of securities in the energy sector may decline for many reasons, including fluctuations in energy prices and supply and demand of energy fuels caused by geopolitical events, the success of exploration projects, weather or meteorological events, taxes, increased governmental or environmental regulation, resource depletion, rising interest rates, declines in domestic or foreign production, accidents or catastrophic events that result in injury, loss of life or property, pollution or other environmental damage claims, terrorist threats or attacks, and other factors. Markets for various energy-related commodities can have significant volatility and are subject to control or manipulation by large producers or purchasers. Companies in the energy sector may need to make substantial expenditures, and may incur significant amounts of debt, to maintain or expand their reserves through exploration of new sources of supply, through the development of existing sources, through acquisitions, or through long-term contracts to acquire reserves. Factors adversely affecting producers, refiners, distributors, or others in the energy sector may adversely affect companies that service or supply those entities, either because demand for those services or products is curtailed, or those services or products
come under price pressure. Issuers in the energy sector may also be impacted by changing investor and consumer preferences arising from the sector’s potential exposure to sustainability and environmental concerns. Technology Sector Risk: Technology companies, including information technology companies, may have limited product lines, financial resources and/or personnel. Technology companies typically face intense competition and potentially rapid product obsolescence. They are also heavily dependent on intellectual property rights and may be adversely affected by the loss or impairment of those rights. Companies in the technology sector also face increased government regulation, including new regulations and scrutiny related to data privacy, and may be subject to adverse government or regulatory actions, which may be costly. Healthcare Sector Risk: The healthcare sector includes companies relating to medical and
healthcare goods and services, such as companies engaged in manufacturing medical equipment, supplies and pharmaceuticals, as well as operating healthcare facilities and the provision of managed healthcare. Companies in this sector may be affected by government regulations, including new regulations and scrutiny related to data privacy, and government healthcare programs, increases or decreases in the cost of medical products and services and product liability claims, among other factors. Many healthcare companies are heavily dependent on patent protection, and the expiration of a company’s patent may adversely affect that company’s profitability. Healthcare companies are subject to competitive forces that may result in price discounting and may be thinly capitalized and susceptible to product obsolescence. Companies in the healthcare sector may be subject to adverse government or regulatory actions, which may be costly.
Industrials Sector Risk: The industrials sector includes, for example, aerospace and defense, non-residential construction, engineering, machinery, transportation, and commercial and professional services companies. This sector can be significantly affected by, among other things, business cycle fluctuations, worldwide economic growth, international political and economic developments, exchange rates, commodity prices, environmental issues, government and corporate spending, supply and demand for specific products and manufacturing, and government regulation. Consumer Discretionary Sector Risk: The consumer discretionary sector includes, for example, automobile, textile, and retail companies. This sector can be significantly affected by, among other things, changes in domestic and international economies, exchange and interest rates, economic growth, worldwide demand, supply chain constraints, and social trends. Success of companies in the consumer discretionary sector also depends heavily on disposable household income and consumer spending, which can be negatively impacted by inflationary pressures on consumers. Financials Sector Risk: The financials sector includes, for example, banks and financial institutions providing mortgage and mortgage-related services. This sector can be significantly affected by, among other things, changes in interest rates, government regulation, the rate of defaults on corporate, consumer and government debt, the availability and cost of capital, and fallout from the housing and sub-prime mortgage crisis.
Proprietary Allocation Risk: The Model Portfolios will include a substantial portion of Strive ETFs, meaning that Strive will allocate all of the investments to Strive ETFs, other than allocations to third-party cash management vehicles. With respect to the Model Portfolios, Strive ETFs will be used except to the extent an asset class is not covered by an existing Strive offering. The Model Portfolios are designed to invest in Strive ETFs, and accordingly, Strive ETFs will be recommended for the Model Portfolios even if similar funds that third parties manage have lower fees and expenses, better performance or exposure, or otherwise may be considered preferable to the Strive ETF. Strive has adopted controls reasonably designed to ensure that these conflicts of interest do not impact its decisions on behalf of a Model Portfolio, and that in each case where a Strive ETF is selected or recommended for incorporation in a Model Portfolio, Strive has determined that each specific Strive ETF to be used is an appropriate security to implement the applicable strategy. Reliance on Technology and Errors: Strive relies on certain financial, accounting, data processing and other operational systems and services of third-party service providers, including third party administrators, counterparties and brokers. These systems may be subject to certain defects, failures or interruptions. Errors may be made in the confirmation or settlement of transactions. Such errors or disruptions may lead to financial losses and disruption of client trading activities. In addition, Strive utilizes various sources of technology to formulate its advice and develop recommendations, including technology provided by third-party service providers. A technological defect or malfunction could negatively impact a client’s account. Hardware and software are known to have errors, omissions, imperfections and malfunctions (collectively, “Coding Errors”). Coding Errors in third-party software are generally entirely outside of Strive’s control. Coding Errors can be exacerbated by the lack of or incomplete design or specifications, and can go undetected for periods of time or never be detected such that the impact caused by such Coding Errors can compound over time. Clients should assume that Coding Errors are present in the technology utilized by Strive and its service providers, and there are risks and impacts to its use that could materially adversely affect a client’s portfolio. Coding Errors could result in, among other things, the failure to properly gather and organize available data, the failure to correctly analyze data, the failure to generate intended or optimal investment outputs and the failure to adequately complete a desired function or monitor participant accounts. Further, to the extent that a software or hardware malfunction or problem is caused by a defect, security breach, virus or other outside force, participants could be materially adversely affected. Systems and Operational Risk: The Firm relies on certain financial, accounting, data processing and other operational systems and services of third-party service providers, including third party administrators, counterparties, and brokers. These systems may be subject to certain defects, failures, or interruptions. Errors may be made in the confirmation or settlement of transactions. Such errors or disruptions may lead to financial losses and disruption of client trading activities.
Cybersecurity Risk: Information and technology systems used may be vulnerable to potential damage or interruption from computer viruses, network failures, computer and telecommunication failures, infiltration by unauthorized persons and security breaches, usage errors, power outages and catastrophic events such as fires and flood, and other natural disasters and related business disruptions. Natural Disasters, Epidemics, Pandemics Risk: Areas in which Strive has offices or where it otherwise does business are susceptible to natural disasters (e.g., fire, flood, earthquake, storm and hurricane) and epidemics, pandemics or other outbreaks of serious contagious diseases (e.g., MERS, COVID19, etc.). The occurrence of a natural disaster, epidemic or pandemic could adversely affect and severely disrupt the business operations, economies and financial markets of many countries (even beyond the site of the natural disaster or epidemic) and could adversely affect Strive’s investment program and its ability to do business.
Item 9. Disciplinary information
Registered investment advisers are required to disclose all material facts regarding any legal or disciplinary events that would be material to a client’s evaluation of the adviser or the integrity of the adviser’s management. Strive is involved in litigation which management believes is not material to the ongoing operations of the company and does not pose a material risk to investors. Strive has no disciplinary events to disclose at this time.
Item 10. Other financial industry activities and affiliations
As disclosed in Item 4 of this brochure, Strive is a subsidiary of Strive Enterprises, Inc. Certain Strive Supervised Persons are registered, or have an application pending to register, as a registered representative of a broker-dealer, PINE Distributors LLC, which is not affiliated with Strive or the Firm’s affiliates. Neither Strive nor any of its management persons are registered or have an application pending to register as a futures commission merchant, a commodity pool operator, a commodity trading advisor, or an associated person of these entities.
Item 11. Code of ethics, participation in client transactions and personal trading
Code of Ethics: Strive has adopted a written Code of Ethics (the “Code”) designed to address and avoid potential conflicts of interest as required under Rule 204A-1 under the Investment Advisers
Act of 1940, as amended (the “Advisers Act”). The Code will set forth a standard of business conduct and compliance with federal securities laws for all employees of the Firm and will describe Strive’s duties and responsibilities to its clients.
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As part of its Code, Strive has established procedures reasonably designed to prevent the abuse of material non-public information, which includes procedures for, among other things, disclosure and attestations of Firm Access Persons’ discretionary and non-discretionary beneficially owned personal trading accounts, transactions in Reportable Securities (as defined in Advisers Act Rule 204A-1) for those accounts that are discretionary, and the use and maintenance of restricted trading lists when applicable. Strive will provide a complete copy of the Code to any current or prospective client or investor upon request sent to the Chief Compliance Officer (“CCO”), Don McArdle, at don.mcardle@strive.com. Conflicts of Interest and Their Resolution: From time to time, Strive and its related entities may engage in a broad range of activities, including investment activities for their own accounts.. In the ordinary course of conducting its activities, the interests of Strive’s clients will, from time to time, conflict with the interests of Strive, its employees, or Strive’s affiliates. Strive’s Code of Ethics will document policies and procedures to help identify, disclose, and mitigate against risks associated with conflicts of interest. Certain of these conflicts of interest, as well as a description of how the Firm addresses such conflicts of interest, can be found below. Personal Trading: We have implemented guidelines regarding personal securities transactions designed to prevent Strive’s Access Persons from profiting personally, directly or indirectly, as a result of knowledge about a security or transaction. Strive access persons may at times buy or sell securities that are also held by clients. Client orders are given priority. Access Persons’ personal trading is reviewed by the CCO. If any Strive employee believes they have obtained material, nonpublic information (“MNPI”), they are required to bring that information to the CCO. Any publicly traded companies on which Strive obtains MNPI will be added to the restricted list and access persons will be prohibited from transacting, both directly and indirectly through “tipping”, in securities on the restricted list. Further, all access persons are required to obtain preclearance from the CCO prior to participating in any initial public offering (“IPO”), private placement, or limited offering.
Item 12. Brokerage practices
Strive does not receive any soft-dollar benefits. Strive does not direct brokerage in consideration of client referrals. ETFs Strive serves as a discretionary sub-adviser to the ETFs but is not responsible for selecting brokerdealers or placing orders for the ETFs. Strive may provide recommendations to EA Advisers that are, in accordance with Strive’s policy, in the best interest of the ETFs. It is ultimately EA Advisers’ responsibility to select broker-dealers and place ETF trades.
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Model Portfolios With respect to the Model Portfolios, Strive does not consider itself to have an investment advisory relationship with clients of the Sponsor. The Sponsor or a third-party adviser serves as the discretionary investment manager and is responsible for monitoring client accounts, executing transactions, and seeking best execution. Sponsors may impose restrictions against holding certain issuers and/or the types of securities and may deviate from the Model Portfolios provided by Strive. For these and other reasons, the holdings of accounts managed based on the Model Portfolios may differ from one another and from the Model Portfolio. Strive intends to communicate Model Portfolio changes to Sponsors in a manner which they require, also taking consideration not to advantage one sponsor over another. Model Portfolio changes will also be communicated to third party data providers. Strive or EA Advisers may be able to commence trading for Strive clients before third-party advisers receive such information or are otherwise able to act on such information, which may impact the secondary market trading price or volume for ETFs included as allocations in the Model Portfolios. Direct Indexing (SMA/ UMA Overlay Management) The financial intermediary and the Platform Provider are responsible for the discretionary management of underlying client accounts on the UMA Platform, and the Platform Provider is solely responsible executing transactions and seeking best execution.
Item 13. Review of accounts
Funds Strive portfolio managers and EA Advisers conduct reviews of the ETFs as appropriate based on their responsibilities, such as to monitor adherence to the underlying indexes, as well as for compliance with applicable rules, regulations, and securities laws. Strive will review and authorize trades prior to their implementation by EA Advisers, and will periodically monitor holdings as compared to the index constituents, monitor for tracking error, among other things. Model Portfolios Portfolio managers will periodically review the asset allocations in the Model Portfolios; however, clients of Sponsors or third-party advisers invested based on the Model Portfolios do not maintain accounts with Strive and therefore Strive has no responsibility for reviewing such accounts.
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Direct Indexing (SMA/ UMA Overlay Management) Strive is not responsible for reviewing or monitoring accounts for clients of other financial intermediaries on the UMA Platform.
Item 14. Client referrals and other compensation
Strive currently does not have any solicitation agreements in place.
Item 15. Custody
All client accounts are held by a third-party, unaffiliated custodian bank (“Qualified Custodian”). Strive does not have custody of its clients’ assets.
Item 16. Investment discretion
Strive maintains discretionary authority for the Funds pursuant to the investment management agreements and the investment objectives, policies, and restrictions in the applicable governing documents. Strive has discretionary responsibility to select each Fund’s investments in accordance with each Fund’s investment objectives, policies and restrictions. Strive is not responsible for selecting broker-dealers or placing each Fund’s trades. Rather, Strive constructs the overall portfolio and provides trading instructions to the Fund.
Item 17. Voting client securities
Where Strive has proxy voting authority, we will generally vote in favor of and advocate for board members and proposals that focus companies exclusively on the pursuit of maximizing shareholder value over all other agendas. The Firm will generally vote against board members and proposals that advance social or political agendas unrelated to driving corporate value. More specifically, the Firm will vote in favor of board members and proposals that the Firm believes will lead companies to be mission driven, customer centric, merit-based, and financially disciplined. Strive does not regard the underlying clients of investment advisers and/or broker dealers that manage accounts based on the Model Portfolios to be clients of Strive.
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Accordingly, Strive will not vote proxies, or accept authority to vote proxies, with respect to any securities held by such underlying clients. With respect to clients of other financial intermediaries utilizing the UMA Platform, Strive may provide proxy voting recommendations, but will not be responsible for voting proxies with respect to any underlying client unless such clients specifically opt into the service or their financial intermediary opts in on their behalf. Strive votes for the Strive ETFs can be found on our website.
Item 18. Financial information
There are no financial conditions that are reasonably likely to impair Strive’s ability to meet its contractual commitments to its clients.
Form ADV Part 2A, via the SEC Investment Adviser Public Disclosure site.