Strategy director receives RSUs and options

Strategy Inc director Brian P. Brooks increased his equity-based compensation exposure through routine awards and an option-related share delivery.

Rhea-AI Filing Summary

Strategy Inc director Brian P. Brooks increased his equity-based compensation exposure through routine awards and an option-related share delivery. He received 943 restricted stock units and 1,221 director stock options with a $159.09 exercise price, both scheduled to vest on the first anniversary of the May 31, 2026 grant date. On the same date, 406 previously granted RSUs vested and were converted into 406 shares of Class A common stock, bringing his direct holdings of common stock to 1,092 shares.

Insider Trade Summary

406 shares exercised/converted

Exercise 4 txns

Insider BROOKS BRIAN P

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 — 1,092 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 granted: 943 units Options granted: 1,221 options Option exercise price: $159.09 per share +4 more

7 metrics

RSUs granted 943 units Restricted stock units granted to director on May 31, 2026

Options granted 1,221 options Director stock options granted May 31, 2026

Option exercise price $159.09 per share Director stock option strike price

Shares from RSU vesting 406 shares Class A common stock delivered from vested RSUs

Shares held after transactions 1,092 shares Class A common stock directly held by Brooks

Equity award fair value $300,000 Annual automatic equity awards per non-employee director

Option expiration May 31, 2036 Director stock option expiration date

Key Terms

Restricted Stock Units, Equity Incentive Plan, Director Stock Option, aggregate fair value, +1 more

5 terms

Restricted Stock Units financial

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

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 financial

"Director Stock Option (Right to buy)"

aggregate fair value financial

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

vest financial

"These RSUs are scheduled to vest as to 943 shares on the first anniversary"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did Strategy Inc (MSTR) report for Brian P. Brooks?

Strategy Inc reported that director Brian P. Brooks acquired equity through compensation awards and a derivative exercise. He received 943 restricted stock units, 1,221 stock options, and 406 shares of Class A common stock from vested RSUs on May 31, 2026.

How many Strategy Inc (MSTR) shares does Brian P. Brooks hold after these transactions?

After converting vested restricted stock units, Brian P. Brooks holds 1,092 shares of Strategy Inc Class A common stock directly. This reflects delivery of 406 shares upon RSU vesting in addition to his prior holdings, as shown in the Form 4 filing data.

What restricted stock units did Brian P. Brooks receive from Strategy Inc (MSTR)?

Brian P. Brooks received 943 restricted stock units, each representing one Strategy Inc Class A share. According to the award terms, these RSUs are scheduled to vest in full as to 943 shares on the first anniversary of the May 31, 2026 grant date.

What are the details of the director stock options granted to Brian P. Brooks at Strategy Inc (MSTR)?

Strategy Inc granted Brian P. Brooks 1,221 director stock options with a $159.09 exercise price. These options relate to 1,221 shares of Class A common stock and are scheduled to vest in full on the first anniversary of the May 31, 2026 grant date, expiring in 2036.

Were the Strategy Inc (MSTR) equity awards to Brian P. Brooks part of an automatic director plan?

Yes. The Form 4 notes these grants were made under the Strategy Inc Equity Incentive Plan. That plan provides for annual automatic equity awards with an aggregate fair value of $300,000, split evenly between restricted stock units and options, to each non-employee director on May 31 each year.

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

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Accepted by SEC EDGAR 06/02/2026 - 05:52 PM Learn about SEC filing dates

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^*

BROOKS BRIAN P

(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)	1,092	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(3)	(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)