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Strategy Inc (NASDAQ: MSTR) details ATM stock sales and bitcoin holdings

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Strategy Inc reported recent activity under its at-the-market stock offering and provided an update on its bitcoin position. During the period from April 27, 2026 to May 3, 2026, the company sold 492,210 shares of its Class A common stock (MSTR), generating $82.0 million in net proceeds under its ATM program.

As of May 3, 2026, MSTR stock had $26,392.4 million of capacity remaining available for issuance and sale under its existing ATM structure and previously announced increase, while no preferred stock sales occurred in the period. The company’s bitcoin holdings totaled 818,334 BTC with an aggregate purchase price of $61.81 billion, implying an average purchase price of $75,537 per bitcoin. Strategy also highlighted its website dashboard as an ongoing channel for disclosures on securities prices, bitcoin holdings and other metrics.

Positive

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Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
MSTR shares sold via ATM 492,210 shares Sold between April 27 and May 3, 2026
Net proceeds from ATM sales $82.0 million MSTR Class A common stock during latest period
MSTR ATM remaining capacity $26,392.4 million Available for issuance and sale as of May 3, 2026
New MSTR ATM increase $21.0 billion Previously announced MSTR stock offering increase
Total bitcoin holdings 818,334 BTC Aggregate BTC holdings as of May 3, 2026
Aggregate BTC purchase price $61.81 billion Total cost basis for BTC holdings, inclusive of fees
Average BTC purchase price $75,537 Average cost per bitcoin including fees and expenses
at-the-market offering program financial
"update with respect to sales made under its at-the-market offering program"
An at-the-market offering program lets a company sell newly issued shares directly into the open market at current trading prices through a broker, rather than issuing a large block of stock all at once. It matters to investors because it provides the company a flexible way to raise cash over time, which can dilute existing shares gradually and affect earnings per share and stock price depending on how much and when shares are sold—think of it as a faucet the company can open or close to add supply to the market.
emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934... Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Regulation FD regulatory
"as one means of disclosing non-public information in compliance with its disclosure obligations under Regulation FD"
Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.
aggregate purchase price financial
"Aggregate Purchase Price (in millions) (2)"
The aggregate purchase price is the total amount a buyer pays to acquire a company, assets or securities, including the headline payment plus any assumed debt, fees, taxes and contractually required adjustments. It matters to investors because it shows the true cost of a deal and how much value must be realized after the sale — like knowing the full price of a house once you add closing costs, repairs and outstanding mortgage obligations.
average purchase price financial
"Average Purchase Price (2)"
perpetual preferred stock financial
"10.00% Series A Perpetual Strife Preferred Stock, $0.001 par value per share"
A perpetual preferred stock is a type of share that behaves like a forever-lasting, fixed-income investment: it pays regular dividends and has no set maturity date, yet it represents ownership rather than a loan. It ranks ahead of common stock for dividend payments and in liquidation, so investors treat it as a mix between a bond and an equity stake; its value depends largely on the issuer’s credit and prevailing interest rates.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): May 4, 2026

 

img19670983_0.gif

STRATEGY INC

(Exact name of registrant as specified in its charter)

 

 

Delaware

001-42509

51-0323571

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

 

1850 Towers Crescent Plaza

Tysons Corner, Virginia

22182

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (703) 848-8600

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

Trading
Symbol

Name of Each Exchange

on which Registered

10.00% Series A Perpetual Strife Preferred Stock, $0.001 par value per share

 

STRF

 

 

The Nasdaq Global Select Market

 

Variable Rate Series A Perpetual Stretch Preferred Stock, $0.001 par value per share

 

STRC

 

 

The Nasdaq Global Select Market

 

8.00% Series A Perpetual Strike Preferred Stock, $0.001 par value per share

 

STRK

 

 

The Nasdaq Global Select Market

 

10.00% Series A Perpetual Stride Preferred Stock, $0.001 par value per share

 

STRD

 

 

The Nasdaq Global Select Market

 

Class A common stock, $0.001 par value per share

 

MSTR

 

 

The Nasdaq Global Select Market

 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

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 13(a) of the Exchange Act. ☐

 

 

 

 


 

Item 8.01 Other Events.

 

ATM Update

On May 4, 2026, Strategy Inc ("Strategy") announced an update with respect to sales made under its at-the-market offering program ("ATM") of the following securities:

 

 

 

 

 

 

 

 

During Period April 27, 2026 to May 3, 2026

 

As of May 3, 2026

 

Security

 

Shares Sold

 

Notional Value (in millions) (1)

 

Net Proceeds (in millions) (2)

 

Available for Issuance and Sale (in millions)(3)

 

STRF Stock

 

 

-

 

$

-

 

$

-

 

$

1,619.3

 

10.00% Series A Perpetual Strife Preferred Stock

 

 

 

 

 

 

 

 

 

STRC Stock

 

 

-

 

$

-

 

$

-

 

$

19,463.0

 

Variable Rate Series A Perpetual Stretch Preferred Stock

 

 

 

 

 

 

 

 

 

STRK Stock

 

 

-

 

$

-

 

$

-

 

$

2,100.0

 

8.00% Series A Perpetual Strike Preferred Stock

 

 

 

 

 

 

 

 

 

STRD Stock

 

 

-

 

$

-

 

$

-

 

$

4,014.8

 

10.00% Series A Perpetual Stride Preferred Stock

 

 

 

 

 

 

 

 

 

MSTR Stock

 

 

492,210

 

$

-

 

$

82.0

 

$

26,392.4

 

Class A Common Stock

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

$

82.0

 

 

 

 

(1) The total face value of the shares of preferred stock sold, which is used to calculate dividends thereon.

(2) Net proceeds are presented net of sales commission.

(3) As previously disclosed, on March 23, 2026, Strategy announced, among other things, a new $21.0 billion offering of MSTR Stock (the “MSTR Increase”). The MSTR Stock amount available for issuance reflects the aggregate remaining capacity of both the current offering and the MSTR Increase. Sales under the MSTR Increase may begin once capacity under the existing offering is substantially depleted.

 

BTC Update

On May 4, 2026, Strategy announced updates with respect to its bitcoin holdings:

During Period April 27, 2026 to May 3, 2026

 

 

As of May 3, 2026

 

BTC Acquired (1)

 

Aggregate Purchase Price (in millions) (2)

 

Average Purchase Price (2)

 

 

Aggregate BTC Holdings

 

Aggregate Purchase Price (in billions) (2)

 

Average Purchase Price (2)

 

 

-

 

$

-

 

$

-

 

 

 

818,334

 

$

61.81

 

$

75,537

 

 

(1) No bitcoin purchases were made this week.

(2) Aggregate and average purchase prices are inclusive of fees and expenses.

 

 

 

 


 

 

 

 

 

Item 7.01 Regulation FD Disclosure.

 

Strategy Dashboard

Strategy also maintains a dashboard on its website (www.strategy.com) as a disclosure channel for providing broad, non-exclusionary distribution of information regarding Strategy to the public, including information regarding market prices of its outstanding securities, bitcoin purchases and holdings, certain key performance indicator metrics and other supplemental information, and as one means of disclosing non-public information in compliance with its disclosure obligations under Regulation FD. Investors and others are encouraged to regularly review the information that Strategy makes public via the website dashboard.

Furnished Information

 

The information disclosed pursuant to Item 7.01 in this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

 

 

 

 


 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

 

Date: May 4, 2026

Strategy Inc

(Registrant)

 

 

 

 

 

 

By:

/s/ Thomas C. Chow

 

 

Name:

Thomas C. Chow

 

 

Title:

Executive Vice President & General Counsel

 

 

 

 


FAQ

What did Strategy Inc (MSTR) disclose about recent ATM stock sales?

Strategy Inc sold 492,210 MSTR shares under its at-the-market program from April 27 to May 3, 2026, generating $82.0 million in net proceeds. These sales relate only to Class A common stock; no preferred shares were sold during this period.

How much capacity remains under Strategy Inc’s (MSTR) ATM program?

As of May 3, 2026, MSTR stock had $26,392.4 million in remaining capacity available for issuance and sale. This reflects the combined capacity of the existing ATM offering and the previously announced $21.0 billion MSTR stock increase.

What are Strategy Inc’s (MSTR) total bitcoin holdings and cost basis?

As of May 3, 2026, Strategy Inc held 818,334 BTC with an aggregate purchase price of $61.81 billion. The company’s average purchase price was $75,537 per bitcoin, inclusive of all related fees and expenses disclosed.

Did Strategy Inc (MSTR) buy any additional bitcoin in the latest period?

No new bitcoin purchases were made during the period from April 27 to May 3, 2026. The company’s reported holdings and related aggregate and average purchase prices therefore reflect previously acquired bitcoin, including associated fees and expenses.

Which securities are included in Strategy Inc’s (MSTR) at-the-market program update?

The update covers MSTR Class A common stock and several preferred series: STRF, STRC, STRK and STRD. During the latest period, only MSTR common stock was sold; the table shows remaining issuance capacity for each preferred series in millions of dollars.

How does Strategy Inc (MSTR) use its website dashboard for disclosures?

Strategy Inc maintains a public dashboard on www.strategy.com as a disclosure channel. It provides market prices for its securities, bitcoin purchases and holdings, key performance indicators and other supplemental information to support broad, non-exclusionary distribution under Regulation FD.

Filing Exhibits & Attachments

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