Strategy repurchases $208M in STRC preferred shares

MSTR share sales funded 811 bitcoin purchases and USD Cash, alongside a separate $208.2 million STRC repurchase.

Available on EDGAR 11/02/2026 - 08:01 AM EST Accepted by SEC EDGAR 11/02/2026 - 08:00 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Strategy Inc (MSTR) reported that its at-the-market program sold 1,178,552 Class A common shares from October 26 to November 1, 2026, generating $164.0 million in net proceeds. Of that amount, $65.5 million funded bitcoin purchases and $98.5 million was allocated to USD Cash. Strategy bought 811 bitcoin for $65.5 million, at an average purchase price of $80,846 per bitcoin. Its aggregate holdings were 849,327 bitcoin, with an aggregate purchase price of $64.08 billion and an average purchase price of $75,451.

Strategy also repurchased 2,092,035 STRC preferred shares for $208.2 million, using USD Cash. It used $43.4 million from the USD Reserve to pay preferred-stock dividends. As of November 1, 2026, the USD Reserve was $4.79 billion and USD Cash was $132.7 million. The company reported $748.6 million remaining under its digital credit securities repurchase program and $1.0 billion under its MSTR stock repurchase program. The MSTR ATM had $18,621.4 million available for issuance and sale as of November 1, 2026.

Filing Explained

No preferred ATM shares were sold during the week, although four preferred classes retain listed sale capacity.

From October 26 to November 1, 2026, Strategy reports ATM sales of 1,178,552 MSTR common shares, including shares not yet settled as of October 30, 2026. When additional shares are issued, the share count rises and existing holders’ percentage ownership falls absent offsetting changes.

The table shows no ATM sales of STRF, STRC, STRK, or STRD during the period; as of November 1, 2026, it lists available issuance-and-sale capacity of $1,619.3 million, $17,510.8 million, $2,100.0 million, and $4,014.8 million, respectively. An ATM program allows gradual sales at prevailing prices; these listed amounts are available capacity, not preferred shares sold.

8-K Event Classification

2 items: 7.01, 8.01

2 items

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.

Key Figures

Class A common shares sold: 1,178,552 shares MSTR ATM net proceeds: $164.0 million Bitcoin purchased: 811 bitcoin +5 more

8 metrics

Class A common shares sold 1,178,552 shares October 26 to November 1, 2026; includes shares sold but not yet settled as of October 30, 2026

MSTR ATM net proceeds $164.0 million October 26 to November 1, 2026

Bitcoin purchased 811 bitcoin October 26 to November 1, 2026

Aggregate bitcoin holdings 849,327 bitcoin As of November 1, 2026

STRC shares repurchased 2,092,035 shares October 26 to November 1, 2026

STRC aggregate purchase price $208.2 million October 26 to November 1, 2026

USD Reserve $4.79 billion Balance as of November 1, 2026

USD Cash $132.7 million Balance as of November 1, 2026

Key Terms

at-the-market offering program, notional value, USD Reserve, Regulation FD

4 terms

at-the-market offering program financial

"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.

notional value financial

"Notional Value (in millions)"

Notional value is the total face amount that a financial contract controls or references—for example the full principal behind a futures, options, or swap position—and represents the size of exposure even when no equivalent cash changes hands. Investors use it to gauge how large a position really is, assess potential gains or losses, and determine margin and risk — like knowing the full price of a house when you’ve only paid a small down payment.

USD Reserve financial

"a U.S. dollar reserve (the “USD Reserve”)"

USD reserve means holdings of U.S. dollars that an organization—such as a government, central bank, company or investment fund—keeps set aside to meet obligations, support operations, or manage currency exposure. Investors care because the size and liquidity of those dollar reserves affect an entity’s ability to pay debts, weather shocks, and pursue opportunities; think of it like a rainy-day fund or foreign-currency piggy bank that provides stability and flexibility.

Regulation FD regulatory

"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.

FAQ

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

How much bitcoin did MSTR buy from October 26 to November 1, 2026?

Strategy bought 811 bitcoin for an aggregate purchase price of $65.5 million, with an average purchase price of $80,846 per bitcoin. As of November 1, 2026, aggregate holdings were 849,327 bitcoin.

How many MSTR shares did Strategy sell, and how were the proceeds used?

Strategy sold 1,178,552 Class A common shares through its at-the-market program and reported $164.0 million in net proceeds. It used $65.5 million to fund bitcoin purchases and allocated $98.5 million to USD Cash.

How many STRC shares did Strategy repurchase, and what capacity remained?

Strategy repurchased 2,092,035 STRC shares for an aggregate purchase price of $208.2 million. The company reported $748.6 million remaining under its digital credit securities repurchase program.

What were MSTR's USD Reserve and USD Cash balances?

As of November 1, 2026, the USD Reserve was $4.79 billion and USD Cash was $132.7 million. During the October 26 to November 1 period, Strategy used $43.4 million from the reserve for preferred-stock dividends and $208.2 million of USD Cash for STRC repurchases.

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

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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): November 2, 2026

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 November 2, 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 October 26, 2026 to November 1, 2026									As of November 1, 2026
Security		Shares Sold (1)			Notional Value (in millions) (2)			Net Proceeds (in millions) (3)			Available for Issuance and Sale (in millions)
STRF Stock			-		$	-		$	-		$	1,619.3
10.00% Series A Perpetual Strife Preferred Stock
STRC Stock			-		$	-		$	-		$	17,510.8
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			1,178,552		$	-		$ 164.0 (4)			$	18,621.4
Class A Common Stock
Total								$	164.0

(1) Includes shares sold but not yet settled as of October 30, 2026.

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

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

(4) $65.5 million in net proceeds from MSTR Stock sales were used to fund bitcoin purchases and $98.5 million in net proceeds from MSTR Stock sales were allocated to USD Cash.

BTC Update

On November 2, 2026, Strategy announced updates with respect to its bitcoin holdings:

During Period October 26, 2026 to November 1, 2026									As of November 1, 2026
BTC Purchased (1)			Aggregate Purchase Price (in millions) (2)			Average Purchase Price (2)			Aggregate BTC Holdings			Aggregate Purchase Price (in billions) (2)			Average Purchase Price (2)
	811		$	65.5		$	80,846			849,327		$	64.08		$	75,451

(1) The bitcoin purchases were made using net proceeds from MSTR Stock sales.

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

Repurchase Program Updates

On November 2, 2026, Strategy announced the following update with respect to its share repurchase programs of the following securities:

		During Period October 26, 2026 to November 1, 2026
Security		Shares Repurchased			Aggregate Purchase Price (in millions)
STRF Stock (1)			-		$	-
10.00% Series A Perpetual Strife Preferred Stock
STRC Stock (1)			2,092,035		$	208.2
Variable Rate Series A Perpetual Stretch Preferred Stock
STRK Stock (1)			-		$	-
8.00% Series A Perpetual Strike Preferred Stock
STRD Stock (1)			-		$	-
10.00% Series A Perpetual Stride Preferred Stock
MSTR Stock (2)			-		$	-
Class A Common Stock
Total			2,092,035		$	208.2

(1) $748.6 million aggregate purchase price of Strategy's preferred stock remains available under its digital credit securities repurchase program.

(2) $1.0 billion aggregate purchase price of MSTR Stock remains available under Strategy's MSTR Stock repurchase program.

USD Reserve and USD Cash Updates

As part of its capital framework, Strategy maintains: (i) a U.S. dollar reserve (the "USD Reserve"), which is intended to support the payment of dividends on Strategy's preferred stock and interest on its outstanding indebtedness, and (ii) "USD Cash", which management maintains to deploy for broader general Bitcoin Treasury Company purposes, which may include acquiring bitcoin, expanding the USD Reserve, broader capital management uses, and other similar purposes.

During the period from October 26, 2026 to November 1, 2026, Strategy used $43.4 million of the USD Reserve to fund the payment of dividends on its preferred stock. During the same period, Strategy used $208.2 million of USD Cash to fund repurchases of STRC Stock.

As of November 1, 2026, the balances of the USD Reserve and USD Cash were $4.79 billion and $132.7 million, respectively.

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: November 2, 2026				Strategy Inc (Registrant)
				By:		/s/ Thomas C. Chow
				Name:		Thomas C. Chow
				Title:		Executive Vice President & General Counsel

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