Strategy Inc (MSTR) CFO receives new option, RSU and PSU grants

Rhea-AI Filing Summary

Strategy Inc EVP & CFO Andrew Kang reported new equity awards, not open-market trades. He received an option grant for 8,391 shares of Class A common stock at an exercise price of $150.28 per share, plus 18,298 restricted stock units and 6,722 target performance stock units.

The option and RSUs each vest 25% on the first anniversary of the March 17, 2026 grant date and 25% on each of the next three anniversaries until fully vested. The performance stock units can settle into 0%–200% of the 6,722 target units based on Strategy’s relative total shareholder return versus the Nasdaq Composite Index over a three-year period from March 17, 2026 to March 16, 2029, subject to Compensation Committee certification and continued service.

Following these awards, Kang directly holds derivative awards tied to Strategy Class A common stock and 23,815 shares of Class A common stock, along with several series of preferred stock reported as direct holdings.

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

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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^*

Kang Andrew

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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
Series A Perpetual Strife Preferred Stock								1,500	D
Series A Perpetual Stretch Preferred Stock								2,800	D
Series A Perpetual Stride Preferred Stock								2,250	D
Class A Common Stock								23,815	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
Employee Stock Option (Right to buy)	$150.28	03/17/2026		A		8,391		(1)	03/17/2036	Class A Common Stock	8,391	$0	8,391	D
Restricted Stock Units	(2)	03/17/2026		A		18,298		(3)	(3)	Class A Common Stock	18,298	$0	18,298	D
Performance Stock Units	(4)	03/17/2026		A		6,722		(4)	(4)	Class A Common Stock	6,722	$0	6,722	D

Explanation of Responses:

1. 25 percent of the shares subject to this option vest on the first anniversary of the grant date, and an additional 25 percent of the shares originally subject to this option vest on each anniversary thereafter until the option is vested in full.

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

3. 25 percent of these RSUs vest on the first anniversary of the grant date, and an additional 25 percent of the original number of RSUs vest on each anniversary thereafter until the RSUs are vested in full.

4. Each performance stock unit ("PSU") represents a contingent right to receive shares of Strategy class A common stock of between 0% and 200% of the target number of units, with the percentage determined based on Strategy's relative total shareholder return ("TSR") as compared to the TSR of members of the Nasdaq Composite Index over a three-year performance period (March 17, 2026 to March 16, 2029). Vesting is subject to certification by Strategy's Compensation Committee of the level of achievement of the performance goal and the participant's continued service through that date. The "target" number of PSUs is reported on this Form 4.

	/s/ Allein Sabel, Attorney-in-Fact	03/19/2026
	** 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)

FAQ

What equity awards did Strategy Inc (MSTR) grant to EVP & CFO Andrew Kang?

Andrew Kang received 8,391 stock options at an exercise price of $150.28, 18,298 restricted stock units, and 6,722 target performance stock units. All are compensation-related grants, not market purchases, and are tied to Strategy Inc Class A common stock.

How do Andrew Kang’s new stock options at Strategy Inc (MSTR) vest?

The 8,391 stock options vest in four equal annual installments. 25% vest on the first anniversary of the March 17, 2026 grant date, and another 25% vest on each of the next three anniversaries until the options are fully vested.

What are the vesting terms for Andrew Kang’s RSUs at Strategy Inc (MSTR)?

Kang’s 18,298 restricted stock units vest over four years. 25% vest on the first anniversary of the March 17, 2026 grant, with an additional 25% of the original RSUs vesting on each of the next three anniversaries, assuming continued service.

How are Andrew Kang’s performance stock units at Strategy Inc (MSTR) determined?

Each performance stock unit can convert into between 0% and 200% of the 6,722 target units. The payout depends on Strategy’s relative total shareholder return versus the Nasdaq Composite Index over March 17, 2026 to March 16, 2029, subject to Compensation Committee certification.

What conditions must be met for Andrew Kang’s PSUs at Strategy Inc (MSTR) to vest?

The PSUs vest only if Strategy’s Compensation Committee certifies performance over the three-year total shareholder return period and Kang remains in service through that date. Both performance against the Nasdaq Composite and continued employment are required for any shares to be delivered.

How many Strategy Inc (MSTR) Class A shares does Andrew Kang hold after these awards?

After the reported transactions, Kang directly holds 23,815 shares of Strategy Inc Class A common stock. He also holds various derivative awards, including stock options, restricted stock units, and performance stock units linked to additional Class A shares.