On September 30, 2026, Strategy Inc announced it will maintain the regular annual dividend rate on its Variable Rate Series A Perpetual Stretch Preferred Stock (STRC) at 12.00% effective for semi-monthly periods commencing on or after October 16, 2026, as posted on www.strategy.com/strc. The board declared semi-monthly cash dividends of $0.50 per STRC share for the period ending October 31, 2026, payable October 31, 2026 to holders of record at 5:00 p.m. New York City time on October 15, 2026, and $0.50 per share for the period ending November 15, 2026, payable November 15, 2026 to holders of record at 5:00 p.m. New York City time on October 31, 2026, unless the Contingent Dividend Condition is satisfied. The Contingent Dividend Condition is satisfied if stockholders approve the Daily Dividend Amendments at the special meeting scheduled for October 28, 2026 at 10:00 a.m. Eastern time by 5:00 p.m. New York City time on October 31, 2026, and the Second A&R STRC CoD is filed and effective by 12:01 a.m. Eastern time on November 1, 2026; if satisfied, the November 15 dividend will not be payable and the company intends to declare daily November 2026 dividends at a 12.00% annual rate, subject to board approval. As of October 1, 2026, the company expects the October 31, 2026 dividend and, if payable, the November 15, 2026 dividend to be characterized as non-taxable returns of capital to the extent of a shareholder’s tax basis in STRC for U.S. federal income tax purposes.
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Item 8.01 Other Events. Dividend Rate on Variable Rate Series A Perpetual Stretch Preferred Stock On September 30, 2026, Strategy Inc (the Company ) announced that it will maintain the regular dividend rate per annum on the Company s Variable Rate Series A Perpetual Stretch Preferred Stock ( STRC ) effective for semi-monthly periods commencing on or after October 16, 2026 at 12.00%. The Company announced this rate via its website, www.strategy.com/strc . Such rate shall have no effect on any previously declared but unpaid dividends on STRC. As previously announced, management will recommend to the board of directors that the Company maintain STRC s regular dividend rate per annum at 12.00% until STRC has demonstrated sustained, healthy trading near $100 per share. Cash Dividend Declaration On September 30, 2026, the Company s board of directors declared semi-monthly cash dividends on STRC, payable on October 31, 2026 to stockholders of record as of 5:00 p.m., New York City time on October 15, 2026, and, unless the Contingent Dividend Condition is met, as described further below, payable on November 15, 2026 to stockholders of record as of 5:00 p.m., New York City time on October 31, 2026, as summarized in the table below. Preferred Stock Ticker Period Cash Dividend Per Share Variable Rate Series A Perpetual Stretch Preferred Stock, $0.001 par value per share STRC Semi-monthly period ending October 31, 2026 $0.50 (1) Variable Rate Series A Perpetual Stretch Preferred Stock, $0.001 par value per share STRC Semi-monthly period ending November 15, 2026 $0.50 (1)(2) (1) The cash dividend declared on STRC for each semi-monthly period represents a per annum dividend rate of 12.00%. (2) The dividend payable on November 15, 2026 is payable unless the Daily Dividend Amendments do not pass or the Second A&R STRC CoD is not timely filed, as described further below. See Conditional Dividends . Conditional Dividends As previously announced, the Company has scheduled a special meeting of stockholders to be held on October 28, 2026 at 10:00 a.m. Eastern time (including any adjournment or postponement thereof, the Special Meeting ), to consider a proposal to amend and restate the certificates of designations governing STRC (the Second A&R STRC CoD ) and certain of the Company s other series of preferred stock to provide for a regular dividend record date on each calendar day, with the related dividend, if declared, payable on the next following business day (the Daily Dividend Amendments ). The dividend on STRC payable on November 15, 2026 to stockholders of record as of 5:00 p.m., New York City time on October 31, 2026 (the November 15 Dividend ) will be payable, unless both of the following events occur (the Contingent Dividend Condition ): (a) the Daily Dividend Amendments have been approved by the Company s stockholders at the Special Meeting at or prior to 5:00 p.m., New York City time, on October 31, 2026; and (b) the Second A&R STRC CoD has been filed and become effective at or prior to 12:01 a.m., Eastern time, on November 1, 2026. If the Contingent Dividend Condition is satisfied, i.e., both the Daily Dividend Amendment passes and the Second A&R STRC CoD is timely filed, then the November 15 Dividend will not be payable. Instead, subject to approval by the Company s board of directors, on or about October 15, 2026, the Company intends to declare, conditioned upon the satisfaction of the Contingent Dividend Condition, regular dividends with record dates of each calendar day for the month of November 2026, commencing on November 1, 2026 and payable on each subsequent business day. Pursuant to the Second A&R STRC CoD, the annual dividend rate applicable to such daily dividends would be 12.00%. The dividend on STRC payable on October 31, 2026 to stockholders of record as of 5:00 p.m., New York City time on October 15, 2026 is not subject to the Contingent Dividend Condition occurring or not. Expected Tax Treatment As of October 1, 2026, the Company expects that the dividends payable on October 31, 2026, and, if payable, November 15, 2026, will be characterized as non-taxable returns of capital to the extent of a shareholder s tax basis in their STRC for U.S. federal income tax purposes. Special tax considerations may apply to certain taxpayers based on their specific circumstances. Shareholders should consult their own tax advisors regarding the U.S. federal, state, local, and any non-U.S. tax consequences to them in connection with the receipt of distributions.
