Business Context and Reporting Period
This Form 8-K filing by Strategy Inc (MSTR) covers events occurring between February 23, 2026, and March 1, 2026, with the report dated February 28, 2026. The company operates an At-The-Market (ATM) equity offering program and maintains significant Bitcoin (BTC) holdings, utilizing proceeds from equity sales to acquire digital assets.
Key Financial Metrics and Capital Activities
ATM Offering Program (Feb 23 - Mar 1, 2026)
- Total Net Proceeds: $237.1 million.
- Class A Common Stock (MSTR): 1,730,563 shares sold; $229.9 million net proceeds.
- Variable Rate Series A Perpetual Stretch Preferred Stock (STRC): 71,590 shares sold; $7.1 million net proceeds.
- Remaining ATM Capacity: $37,115.1 million available across all securities as of March 1, 2026.
Bitcoin Holdings (As of March 1, 2026)
- Period Acquisitions: 3,015 BTC purchased for $204.1 million (Average price: $67,700).
- Total Holdings: 720,737 BTC.
- Total Aggregate Cost Basis: $54.77 billion.
- Weighted Average Purchase Price: $75,985 per BTC.
Dividend Declarations (Payable March 31, 2026)
- STRF (10.00% Strife): $2.50 per share.
- STRC (Variable Rate Stretch): $0.958333333 per share (reflecting an 11.50% annualized rate).
- STRE (10.00% Stream): €2.50 per share.
- STRK (8.00% Strike): $2.00 per share.
- STRD (10.00% Stride): $2.50 per share.
Material Changes and Updates
- Dividend Rate Adjustment: The dividend rate on STRC increased from 11.25% to 11.50% effective March 1, 2026.
- Capital Deployment: The company utilized ATM proceeds to acquire 3,015 BTC at an average price of $67,700, which is below the company's historical average cost basis of $75,985.
- Equity Issuance: Significant issuance of common stock (MSTR) occurred during the period, generating the majority of the $237.1 million in net proceeds.
Outlook, Risks, and Tax Considerations
- Tax Treatment: Strategy expects dividends on preferred equity instruments to be characterized as a non-taxable return of capital to the extent of the shareholder's tax basis for U.S. federal income tax purposes. This is a forward-looking statement subject to change.
- Disclosure Channel: The company directs investors to its website dashboard for real-time updates on Bitcoin holdings, market prices, and key performance indicators.
- Risk Factors: Forward-looking statements regarding tax treatment and future operations are subject to uncertainties, including fluctuations in tax benefits and market conditions.
Investor Verification Checklist
- Verify the current market price of Bitcoin relative to the company's average purchase price of $75,985 to assess unrealized gains/losses.
- Confirm the remaining capacity under the ATM program ($37.1 billion) and the pace of future equity dilution.
- Review the specific tax implications of the "return of capital" treatment for individual investor tax situations.
- Monitor the STRC dividend rate, which is variable and subject to periodic adjustment.
- Check the company's website dashboard for the most recent Bitcoin acquisition data, as this filing reflects data only through March 1, 2026.