MSTR 8-K: 245 Bitcoin Bought, US$26 M Preferred Proceeds, US$41 B ATM Capacity
Rhea-AI Filing Summary
MicroStrategy Incorporated ("Strategy") filed an 8-K to disclose two core operational updates covering the period 16-22 June 2025:
1. At-the-Market (ATM) equity programs. The company operates three open-ended ATM facilities with a combined size of US$44.1 billion. During the seven-day window, Strategy sold 166,566 shares of its 8.00 % Series A Strike preferred (STRK) and 84,354 shares of its 10.00 % Series A Strife preferred (STRF). These sales generated US$26.1 million in net cash after commissions. No Class A common shares (MSTR) were issued in the period, leaving US$18.63 billion of the US$21 billion common ATM still available. The STRK facility retains US$20.55 billion of remaining capacity while the STRF facility shows US$1.97 billion.
2. Bitcoin treasury strategy. Using a portion of the preferred stock proceeds, Strategy purchased an additional 245 bitcoin for an aggregate US$26.0 million at an average price of US$105,856 per coin (inclusive of fees). Cumulative holdings reached 592,345 bitcoin, acquired for US$41.87 billion at an average cost basis of US$70,681.
Additional disclosures. • The firm reminded investors that its website dashboard (www.strategy.com) serves as a Regulation FD channel for real-time updates on security prices, bitcoin activity, and key operating metrics. • All Item 7.01 information is furnished, not filed, and therefore not subject to Section 18 liability nor automatically incorporated into other SEC filings.
Key investor takeaways:
- Strategy continues to finance bitcoin purchases primarily through high-yield perpetual preferred stock, limiting immediate common share dilution.
- Net ATM proceeds this period were modest relative to the program’s multibillion-dollar capacity, indicating flexibility for future raises.
- The 8 % and 10 % dividend rates on preferred issuances create a fixed cash obligation that grows with additional issuance.
- Average bitcoin cost basis (US$70,681) remains materially below the week’s purchase price (US$105,856), illustrating the rising cost of incremental accumulation.
Positive
- Incremental capital raise: US$26.1 million of fresh proceeds enhance liquidity without common share dilution.
- Bitcoin accumulation continues: Holdings rise to 592,345 BTC, reinforcing the company’s strategic asset base.
- Large remaining ATM capacity: Over US$41 billion across facilities provides significant optionality for future funding.
Negative
- High-coupon preferred issuance: 8 %–10 % dividend rates increase fixed cash obligations as issuance scales.
- Rising acquisition cost: Latest bitcoin buy at US$105,856 per coin is well above the portfolio’s US$70,681 average cost, raising break-even risk.
Insights
TL;DR – Modest preferred issuance funds incremental bitcoin buy; leverage capacity and dividend burden both rise.
Program deployment. Only US$26 million was raised—<1 % of available capacity—showing management’s disciplined, just-in-time use of high-yield capital. The common ATM remains untouched, preserving flexibility in less expensive equity.
Capital structure impact. Preferred dividends at 8 %–10 % translate to annual coupon outlays of roughly US$2.6 million on this week’s issuance alone, a manageable figure today but one that will scale quickly if Strategy draws deeper into the US$22.5 billion of remaining preferred capacity.
Bitcoin strategy. Adding 245 BTC brings total holdings to 592,345 BTC. The incremental purchase price is 50 % above the historical cost basis, continuing the pattern of averaging up. Investors focused on mark-to-market gains should note that each additional coin acquired at higher prices dilutes unrealized upside but may accelerate headline exposure.
Disclosure & FD. The refresh of the public dashboard underscores management’s commitment to real-time transparency—a positive for information parity.
Net assessment. Incremental capital raise and BTC purchase are small in absolute terms but confirm ongoing execution of the leverage-to-bitcoin thesis. Balance-sheet risk inches higher due to fixed dividend costs, keeping the overall impact neutral.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
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(Address of principal executive offices) |
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Registrant’s telephone number, including area code:
(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) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 |
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Trading |
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Name of Each Exchange on which Registered |
Class A common stock, par value $0.001 per share |
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MSTR |
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The Nasdaq Global Select Market |
8.00% Series A Perpetual Strike Preferred Stock, $0.001 par value per share |
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STRK |
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The Nasdaq Global Select Market |
10.00% Series A Perpetual Strife Preferred Stock, $0.001 par value per share |
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STRF
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The Nasdaq Global Select Market |
10.00% Series A Perpetual Stride Preferred Stock, $0.001 par value per share |
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STRD
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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 Updates
On June 23, 2025, MicroStrategy Incorporated d/b/a Strategy (“Strategy” or the “Company”) announced updates with respect to its at-the-market offering programs:
ATM Program Summary |
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During Period June 16, 2025 to June 22, 2025 |
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As of June 22, 2025 |
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Shares Sold |
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Notional Value (in millions) (1) |
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Net Proceeds (in millions) (2) |
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Available for Issuance and Sale (in millions) |
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Common ATM |
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$18,631.2 |
Securities Offered: Class A Common Stock, $0.001 par value per share (“MSTR Shares”) |
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Size: $21 billion |
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Established: May 1, 2025 |
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STRK ATM |
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166,566 STRK Shares |
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$16.7 |
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$17.4
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$20,551.0 |
Securities Offered: 8.00% series A perpetual strike preferred stock, $0.001 par value per share (“STRK Shares”) Size: $21 billion Established: March 10, 2025 |
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STRF ATM |
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84,354 STRF Shares
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$8.4 |
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$8.7
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$1,966.4
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Securities Offered: 10.00% series A perpetual strife preferred stock, $0.001 par value per share (“STRF Shares”) Size: $2.1 billion Established: May 22, 2025 |
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Total |
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$26.1 |
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(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.
BTC Update
On June 23, 2025, Strategy announced updates with respect to its bitcoin holdings:
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During Period June 16, 2025 to June 22, 2025 |
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As of June 22, 2025 |
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BTC Acquired (1) |
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Aggregate Purchase Price (in millions) (2) |
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Average Purchase Price (2) |
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Aggregate BTC Holdings |
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Aggregate Purchase Price (in millions) (2) |
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Average Purchase Price (2) |
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245 |
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26.0 |
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105,856 |
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592,345 |
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41,867.5 |
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70,681 |
(1) The bitcoin purchases were made using proceeds from the STRK ATM and STRF ATM.
(2) Aggregate and average purchase prices are inclusive of fees and expenses.
Item 7.01 Regulation FD Disclosure.
Strategy Dashboard
The Company also maintains a dashboard on its website (www.strategy.com) as a disclosure channel for providing broad, non-exclusionary distribution of information regarding the Company to the public, including information regarding market prices of its outstanding securities, bitcoin purchases and holdings, certain KPI 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 the Company 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.
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Date: June 23, 2025 |
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MicroStrategy Incorporated (Registrant) |
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By: |
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/s/ W. Ming Shao |
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Name: |
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W. Ming Shao |
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Title: |
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Executive Vice President & General Counsel |
FAQ
How much capital did MicroStrategy (MSTR) raise through its ATM programs this week?
What are MicroStrategy's total bitcoin holdings after the latest purchase?
What dividend rates apply to the newly issued preferred shares STRK and STRF?
Did the company issue any Class A common shares (MSTR) during the reported period?
Where can investors track ongoing bitcoin purchases and security prices?
What is the average purchase price of all bitcoin owned by MicroStrategy?
