Strategy Announces Pricing Of IPO Of STRC Stock At $90 Per Share Scheduled To Settle On July 29, 2025 With Net Proceeds From The Offering Expected To Be ~$2.474B

Strategy™ (NASDAQ:MSTR) today announced the pricing of its initial public offering on July 24, 2025 of 28,011,111 shares of Variable Rate Series A Perpetual Stretch Preferred Stock (the "STRC Stock"), at a public offering price of $90 per share. The issuance and sale of the STRC Stock is scheduled to settle on July 29, 2025, subject to customary closing conditions.

Strategy estimates that the net proceeds to it from the offering will be approximately $2.474 billion, after deducting the underwriting discounts and commissions and Strategy's estimated offering expenses. Strategy intends to use the net proceeds from the offering for general corporate purposes, including the acquisition of bitcoin and for working capital.

The STRC Stock will accumulate cumulative dividends at a variable rate (as described below) per annum on the stated amount of $100 per share (the "stated amount") thereof. Regular dividends on the STRC Stock will be payable when, as and if declared by Strategy's board of directors or any duly authorized committee thereof, out of funds legally available for their payment, monthly in arrears on the last calendar day of each calendar month, beginning on August 31, 2025. The initial monthly regular dividend rate per annum will be 9.00%. However, Strategy will have the right, in its sole and absolute discretion, to adjust the monthly regular dividend rate per annum applicable to subsequent regular dividend periods. Strategy's right to adjust the monthly regular dividend rate per annum will be subject to certain restrictions. For example, Strategy will not be permitted to reduce the monthly regular dividend rate per annum that will apply to any regular dividend period (i) by more than the following amount from the monthly regular dividend rate per annum applicable to the prior regular dividend period: the sum of (1) 25 basis points; and (2) the excess, if any, of (x) the one-month term SOFR rate on the first business day of such prior regular dividend period, over (y) the minimum of the one-month term SOFR rates that occur on the business days during the period from, and including, the first business day of such prior regular dividend period to, and including, the last business day of such prior regular dividend period; or (ii) to a rate per annum that is less than the one-month term SOFR rate in effect on the business day before Strategy provides notice of the next monthly regular dividend rate per annum. In addition, Strategy will not be entitled to elect to reduce the monthly regular dividend rate per annum unless all accumulated regular dividends, if any, on the STRC Stock then outstanding for all prior completed regular dividend periods, if any, have been paid in full. Strategy's current intention (which is subject to change in Strategy's sole and absolute discretion) is to adjust the monthly regular dividend rate per annum in such manner as Strategy believes will maintain STRC Stock's trading price at or close to its stated amount of $100 per share. Declared regular dividends on the STRC Stock will be payable solely in cash. In the event that any accumulated regular dividend on the STRC Stock is not paid on the applicable regular dividend payment date, then additional regular dividends ("compounded dividends") will accumulate on the amount of such unpaid regular dividend, compounded monthly on each subsequent regular dividend payment date at the monthly regular dividend rate per annum applicable to the relevant regular dividend period, from, and including, the calendar day after such regular dividend payment date to, and including, the date the same, including all compounded dividends thereon, is paid in full.