Strategy Inc 8-K

What Happened

• Strategy Inc (MSTR) filed an 8-K on February 2, 2026 disclosing activity under its at‑the‑market (ATM) program for the period January 26–February 1, 2026, purchases of bitcoin using ATM proceeds, an increase in the dividend rate on its Variable Rate Series A Perpetual Stretch Preferred Stock (STRC), and a cash dividend declaration.
• During the stated period Strategy sold 673,527 shares of Class A common stock (MSTR) under the ATM for net proceeds of $106.1 million, and used ATM proceeds to acquire 855 BTC for $75.3 million. As of February 1, 2026, Strategy reports total bitcoin holdings of 713,502 BTC at an aggregate purchase price of $54.26 billion (average purchase price $76,052).

Key Details

• ATM sales (Jan 26–Feb 1, 2026): 673,527 MSTR shares sold; net proceeds $106.1M. Total reported ATM availability remaining for MSTR: $8,063.9M.
• Bitcoin purchases: 855 BTC acquired for $75.3M (avg. $87,974 per BTC in that period). Total holdings as of Feb 1, 2026: 713,502 BTC (aggregate cost $54.26B; avg. $76,052/BTC).
• Preferred dividend update: STRC dividend rate increased from 11.00% to 11.25% per annum, effective for monthly periods on/after Feb 1, 2026; announced on Strategy’s website.
• Cash dividend declared: STRC dividend of $0.9375 per share for the period ending Feb 28, 2026 (equivalent to 11.25% p.a.), payable Feb 28, 2026 to holders of record as of 5:00 p.m. ET on Feb 15, 2026. Strategy expects this distribution to be treated as a non‑taxable return of capital to the extent of a shareholder’s tax basis for U.S. federal income tax purposes.

Why It Matters

• The ATM sale and immediate bitcoin purchases show Strategy continues to use equity issuance to grow its bitcoin holdings; investors should note the company added 855 BTC this period and now reports 713,502 BTC total.
• The increase in STRC’s dividend rate and the declared cash distribution raise cash return to preferred shareholders; the company’s statement on expected tax treatment (return of capital to extent of basis) is relevant for shareholder tax planning.
• Remaining ATM capacity (notably large available amounts for MSTR and preferred stock series) indicates potential for future share issuance and dilution if the company continues to sell under the program.