SEC Form S-8 POS filed by Semler Scientific Inc.

As filed with the Securities and Exchange Commission on January 16, 2026

Registration No. 333-285470

Registration No. 333-283009

Registration No. 333-263341

Registration No. 333-207779

Registration No. 333-198891

Registration No. 333-198275

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-285470)

POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-283009)

POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-263341)

POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-207779)

POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-198891)

POST-EFFECTIVE AMENDMENT NO. 1 (No. 333-198275)

TO

FORM S-8

REGISTRATION STATEMENT UNDER

THE SECURITIES ACT OF 1933

Semler Scientific, Inc.

(Exact Name of Registrant as Specified in its Charter)

Semler Scientific, Inc. 2024 Stock Option and Incentive Plan
Semler Scientific, Inc. 2014 Stock Incentive Plan
Semler Scientific, Inc. 2007 Key Person Stock Option Plan
(Full Title of the Plan)  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer, ” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act. ☐

EXPLANATORY NOTE

These Post-Effective Amendments (collectively, the “Post-Effective Amendments”) relate to the following Registration Statements of Semler Scientific, Inc., a Delaware corporation (the “Registrant”) on Form S-8 (collectively, the “Registration Statements”):

On January 16, 2026, pursuant to the terms of that certain Agreement and Plan of Merger, dated as of September 22, 2025 (as amended by that certain Amendment Letter dated as of December 3, 2025, the “Merger Agreement”), by and between the Registrant and Strive, Inc., a Nevada corporation (“Strive”), the Registrant merged with and into Strive Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Strive, with the Registrant surviving as a wholly owned subsidiary of Strive.

In connection with the Merger, the offerings of securities pursuant to the Registration Statements have been terminated. In accordance with the undertakings made by the Registrant in Part II of each Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities registered pursuant to the Registration Statements which remain unsold at the termination of the offerings, the Registrant hereby terminates the effectiveness of each Registration Statement and removes from registration all Shares registered under each Registration Statement that remain unsold as of the date hereof. Each Registration Statement is hereby amended, as appropriate, to reflect the deregistration of such securities. After giving effect to these Post-Effective Amendments, there will be no remaining securities registered by the Registrant pursuant to the Registration Statements.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused these Post-Effective Amendments to the Registration Statements on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Campbell, State of California, on the 16th day of January, 2026

Pursuant to Rule 478 under the Securities Act of 1933, as amended, no other person is required to sign these Post-Effective Amendments.