[8-K] MicroStrategy Incorporated 8.00% Series A Perpetual Strike Preferred Stock Reports Material Event

Rhea-AI Filing Summary

MicroStrategy Incorporated filed a Form 8-K on 31 Jul 2025 to furnish a press release (Exhibit 99.1) containing its financial results for the quarter ended 30 Jun 2025. The actual revenue, earnings and margin figures are not included in the filing and are therefore not deemed “filed” under the Exchange Act.

Separately, under Item 8.01, the board declared a $0.80 monthly cash dividend on the Variable Rate Series A Perpetual Stretch Preferred Stock (ticker STRC). The dividend covers the accrual period beginning 29 Jul 2025—STRC’s issuance date—and will be paid on 31 Aug 2025 to shareholders of record as of 15 Aug 2025.

Positive

• $0.80 monthly dividend declared on STRC preferred, confirming cash-flow support for those securities.

Negative

• None.

Insights

Preferred Equity Analyst

TL;DR: Dividend declared, but no hard Q2 numbers; minimal impact on common shareholders.

The 8-K is largely procedural. Furnishing—not filing—the Q2 press release shields the company from Section 18 liability, suggesting management wants flexibility before the 10-Q. The $0.80 monthly dividend on STRC implies an annualized rate near 9.6%, consistent with prior guidance and supportive for preferred holders’ yield expectations. Because no financial metrics were disclosed in-line, the filing offers little new information about operating performance, leaving equity valuation unchanged. Impact: neutral for common equity, modestly positive for STRC holders.

0001050446falseMicroStrategy Inc00010504462025-07-312025-07-310001050446mstr:M1000SeriesAPerpetualStrifePreferredStock0001ParValuePerShareMember2025-07-312025-07-310001050446mstr:M1000SeriesAPerpetualStridePreferredStock0001ParValuePerShareMember2025-07-312025-07-310001050446mstr:VariableRateSeriesAPerpetualStretchPreferredStock0001ParValuePerShareMember2025-07-312025-07-310001050446dei:FormerAddressMember2025-07-312025-07-310001050446mstr:Class160ACommonStock0001ParValuePerShareMember2025-07-312025-07-310001050446mstr:M800SeriesAPerpetualStrikePreferredStock0001ParValuePerShareMember2025-07-312025-07-31

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): July 31, 2025

MICROSTRATEGY INCORPORATED

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-42509	51-0323571
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS 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:

☐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(s)		Name of each exchange on which registered
Class A common stock, $0.001 par value per share		MSTR		The Nasdaq Global Select Market
8.00% Series A Perpetual Strike Preferred Stock, par value $0.001 per share		STRK		The Nasdaq Global Select Market
10.00% Series A Perpetual Strife Preferred Stock, par value $0.001 per share		STRF		The Nasdaq Global Select Market
10.00% Series A Perpetual Stride Preferred Stock, par value $0.001 per share		STRD		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

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 2.02. Results of Operations and Financial Condition.

On July 31, 2025, MicroStrategy Incorporated d/b/a Strategy (the “Company”) issued a press release announcing the Company’s financial results for the quarter ended June 30, 2025. A copy of this press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information disclosed pursuant to Item 2.02 in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (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.

Item 8.01. Other Events.  

As contemplated by the prospectus supplement for the IPO of STRC, on July 31, 2025, the Company announced that its board of directors declared monthly cash dividends of $0.80 per share payable on the Variable Rate Perpetual Stretch Preferred Stock (“STRC Stock"). The calculation of the monthly dividend takes into account the dividend accrued from July 29, 2025, the issuance date of the STRC Stock. Payment will be made on August 31, 2025 to stockholders of record of the STRC Stock at the close of business on August 15, 2025.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Press release, dated July 31, 2025, regarding the Company’s financial results for the quarter ended June 30, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

			MicroStrategy Incorporated
			(Registrant)
Date:	July 31, 2025	By:	/s/ Andrew Kang
			Andrew Kang
			Senior Executive Vice President & Chief Financial Officer

FAQ

What did MicroStrategy (MSTR) announce in its 31 Jul 2025 Form 8-K?

The company furnished its Q2-25 earnings press release and declared a $0.80 monthly dividend on STRC preferred shares.

When is the STRC preferred dividend payable and what is the record date?

Payment is scheduled for 31 Aug 2025 to shareholders of record at the close of business on 15 Aug 2025.

What is the annualized yield of the $0.80 monthly STRC dividend?

The $0.80 monthly payout equates to approximately $9.60 per share annually, or about 9.6% on a $100 par value.

Did the 8-K include detailed Q2-25 financial results for MicroStrategy?

No. The filing references the results in Exhibit 99.1 but does not provide specific revenue or earnings figures.

Are the furnished Q2 results considered "filed" with the SEC?

No. Under Item 2.02, the information is furnished, not filed, and is therefore not subject to Section 18 liabilities.