Strategy Inc director receives equity awards

Strategy Inc director Carl J. Rickertsen reported equity-related transactions involving company stock.

Accepted by SEC EDGAR 06/02/2026 - 05:54 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Strategy Inc director Carl J. Rickertsen reported equity-related transactions involving company stock. He exercised 406 vested restricted stock units, receiving 406 shares of Class A common stock and bringing his direct holdings to 5,406 shares.

He was also granted 943 new restricted stock units and a director stock option for 1,221 shares of Class A common stock at an exercise price of $159.09 per share. According to the equity incentive plan, these annual automatic awards have an aggregate fair value of $300,000, split evenly between RSUs and options, and the new RSUs and options are scheduled to vest on the first anniversary of the grant date.

Insider Trade Summary

406 shares exercised/converted

Exercise 4 txns

Insider RICKERTSEN CARL J

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	406	$0.00	$0.00
Grant/Award	Director Stock Option (Right to buy)	1,221	$0.00	$0.00
Grant/Award	Restricted Stock Units	943	$0.00	$0.00
Exercise	Class A Common Stock	406	$0.00	$0.00

Holdings After Transaction: Director Stock Option (Right to buy) — 1,221 contracts (Direct); Restricted Stock Units — 943 contracts (Direct); Class A Common Stock — 5,406 shares (Direct)

Holdings Before and After: Director Stock Option (Right to buy), 0 to 1,221 contracts (Direct); Restricted Stock Units, 406 to 943 contracts (Direct); Class A Common Stock, 5,000 to 5,406 shares (Direct)

Footnotes (5)

1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of class A common stock of Strategy Inc ("Strategy").
2. F2. The 406 RSUs vested in full on May 31, 2026.
3. F3. These grants were made pursuant to the Strategy Inc Equity Incentive Plan, as amended, which provides for the annual automatic grant of equity awards with an aggregate fair value of $300,000 (split evenly between RSUs and options) to each non-employee director on May 31 of each year.
4. F4. This option is scheduled to vest as to 1,221 shares on the first anniversary of the grant date.
5. F5. These RSUs are scheduled to vest as to 943 shares on the first anniversary of the grant date.

Key Figures

RSUs exercised: 406 shares Shares held after: 5,406 shares New RSU grant: 943 RSUs +4 more

7 metrics

RSUs exercised 406 shares Vested RSUs converted to Class A common stock on May 31, 2026

Shares held after 5,406 shares Director’s direct Class A common stock holdings following transactions

New RSU grant 943 RSUs Annual automatic grant to non-employee director under equity incentive plan

New option grant 1,221 options Director stock option (right to buy) for Class A common stock

Option exercise price $159.09 per share Conversion or exercise price for director stock option

Option expiration May 31, 2036 Expiration date of director stock option grant

Annual equity value $300,000 Aggregate fair value of automatic annual director equity awards

Key Terms

Restricted Stock Units, Equity Incentive Plan, Director Stock Option (Right to buy), aggregate fair value

4 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Equity Incentive Plan financial

"These grants were made pursuant to the Strategy Inc Equity Incentive Plan, as amended"

An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.

Director Stock Option (Right to buy) financial

"Director Stock Option (Right to buy)"

aggregate fair value financial

"automatic grant of equity awards with an aggregate fair value of $300,000"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

RICKERTSEN CARL J

(Last) (First) (Middle)

C/O STRATEGY INC

1850 TOWERS CRESCENT PLAZA

(Street)

TYSONS CORNER VIRGINIA 22182

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Strategy Inc [ MSTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/31/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/31/2026		M		406	A	(1)	5,406	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	05/31/2026		M			406	(2)	(2)	Class A Common Stock	406	$0	0	D
Director Stock Option (Right to buy)(3)	$159.09	05/31/2026		A		1,221		(4)	05/31/2036	Class A Common Stock	1,221	$0	1,221	D
Restricted Stock Units	(1)	05/31/2026		A		943		(5)	(5)	Class A Common Stock	943	$0	943	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of class A common stock of Strategy Inc ("Strategy").

2. The 406 RSUs vested in full on May 31, 2026.

3. These grants were made pursuant to the Strategy Inc Equity Incentive Plan, as amended, which provides for the annual automatic grant of equity awards with an aggregate fair value of $300,000 (split evenly between RSUs and options) to each non-employee director on May 31 of each year.

4. This option is scheduled to vest as to 1,221 shares on the first anniversary of the grant date.

5. These RSUs are scheduled to vest as to 943 shares on the first anniversary of the grant date.

	/s/ Allein Sabel, Attorney-in-Fact	06/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)