A shareholder lawsuit has emerged against healthcare technology company Semler Scientific, challenging the proposed merger with asset manager Strive. The plaintiff, Terry Tran, alleges that the proposed deal violates securities laws by misleading shareholders through incomplete and inaccurate disclosures. 20(a) of the Securities Exchange Act of 1934, which prohibits misleading shareholder votes. Tran’s complaint claims that Semler Scientific and its board failed to adequately address financial impacts of the merger on the combined entity and the fairness of the transaction for all shareholders. Strive, an asset management company specializing in Bitcoin holdings, plans to acquire Semler Scientific through a stock-for-stock exchange deal, offering each Semler shareholder 21.05 shares of Strive Class A common stock for every Semler share held. The lawsuit urges the court to either halt the shareholder vote or block further merger actions until corrective disclosures addressing the gaps in the proxy statement are issued. If the case proceeds, it could significantly delay the merger process. The complaint was filed by Ademi & Fruchter, a Wisconsin-based firm specializing in securities litigation. Semler Scientific has been steadily building its Bitcoin holdings, adopting the asset as their primary treasury reserve in 2024. Strive and Semler have carved out unique positions among public Bitcoin holders, ranking 17th and 20th respectively with holdings of 5,885 BTC and 5,021 BTC. The merger’s future remains uncertain amidst the shareholder dispute.