How much capital did the STRC offering raise?

The offering of 28,011,111 shares at $90 per share generated gross proceeds of approximately $2.521 billion, with estimated net proceeds to Strategy of approximately $2.474 billion after underwriting discounts, commissions and estimated offering expenses.

How is the STRC dividend set?

STRC accrues cumulative regular dividends on a $100 stated amount at an initial monthly rate of 9.00% per annum, payable in cash when declared, beginning August 31, 2025. Strategy may adjust the rate in its sole discretion for future periods, but reductions are limited to 25 basis points plus any SOFR increase during the prior period and cannot go below one-month term SOFR. Strategy states its intention is to set the rate to keep the trading price at or close to $100.

What is the ranking of STRC relative to Strategy's other securities and debt?

STRC ranks senior to the Class A and Class B common stock, STRK, and STRD for dividends and liquidation. It is junior to STRF and to all existing and future indebtedness, is structurally junior to liabilities of Strategy's subsidiaries, and is subject to any other preferred stock then outstanding.

Under what circumstances can Strategy redeem STRC Stock?

Beginning on the first date STRC is listed on Nasdaq or NYSE, Strategy may redeem shares at $101 per share plus accrued unpaid dividends, subject to a minimum of $250.0 million stated amount outstanding for partial redemptions. Strategy may also redeem all shares for cash if fewer than 25% of originally issued shares remain outstanding, or upon certain tax events, at the liquidation preference plus accrued dividends.

What did Strategy do with the offering proceeds?

Strategy states it used the net proceeds to acquire 21,021 bitcoins at an average purchase price of approximately $117,256 per bitcoin, bringing aggregate holdings to approximately 628,791 bitcoins as of July 29, 2025, acquired at an aggregate purchase price of approximately $46.8 billion.

Strategy 8-K: Shareholder Matters & Corporate Changes

01—Abstract

Summary

Summary of the 8-K filed July 29, 2025. Cited figures are marked; the original filing is the authoritative source.

On July 29, 2025, Strategy (filed as MicroStrategy Incorporated) closed its initial public offering of 28,011,111 shares of Variable Rate Series A Perpetual Stretch Preferred Stock (STRC Stock) at a public offering price of $90^a per share, for gross proceeds of approximately $2.521 billion and estimated net proceeds of approximately $2.474 billion.

The company states it used the net proceeds to acquire 21,021 bitcoins at an average price of approximately $117,256^b per bitcoin, bringing aggregate holdings to approximately 628,791 bitcoins as of July 29, 2025, acquired at an aggregate purchase price of approximately $46.8 billion. STRC Stock accrues cumulative regular dividends at a variable monthly rate, initially 9.00% per annum on a $100 stated amount, payable in cash when declared, starting August 31, 2025. The company has sole discretion to adjust the rate, subject to limits tied to one-month term SOFR and a 25 basis point cap on reductions, and states its intention to set the rate to keep the stock trading at or close to its $100 stated amount.

STRC ranks senior to the company's common stock and STRK, STRD and STRF preferred stock, but junior to STRF and to all existing and future indebtedness, and structurally junior to subsidiary liabilities. Strategy may redeem STRC at $101^c per share plus accrued dividends on or after its listing date, subject to conditions, and holders have a put right upon a Fundamental Change.

The filing also reports Delaware Certificates of Increase, filed July 25, 2025, that memorialize board-authorized increases in the shares available under the at-the-market programs for STRK (to 269,800,000), STRF (to 33,200,000) and STRD (to 61,175,700). The STRC stock is expected to begin trading on the Nasdaq Global Select Market on or around July 30, 2025 under the ticker STRC.

02—Key points

Key Highlights

Closed a $2.521 billion gross IPO of 28,011,111 shares of STRC Stock at $90 per share, with estimated net proceeds of approximately $2.474 billion.
Company states it is the largest U.S. IPO completed in 2025 to date by gross proceeds, and the largest U.S. exchange-listed perpetual preferred offering since 2009.
STRC pays cumulative monthly dividends at an initial 9.00% annual rate on a $100 stated amount, with the rate adjustable at the company's sole discretion within stated limits.
Liquidation preference adjusts daily and is tied to the stated amount, recent sale prices, and the ten-day average trading price of STRC.
STRC ranks senior to common stock, STRK, STRD and STRF in dividends and liquidation, but is junior to STRF and all existing and future indebtedness.
Strategy may redeem STRC at $101 per share plus accrued dividends after listing, subject to conditions, and holders may require repurchase at stated amount upon a Fundamental Change.
Proceeds were used to buy 21,021 bitcoins at an average of approximately $117,256, bringing total holdings to approximately 628,791 bitcoins as of July 29, 2025.

03—Questions

Frequently Asked Questions

How much capital did the STRC offering raise?
The offering of 28,011,111 shares at $90 per share generated gross proceeds of approximately $2.521 billion, with estimated net proceeds to Strategy of approximately $2.474 billion after underwriting discounts, commissions and estimated offering expenses.
How is the STRC dividend set?
STRC accrues cumulative regular dividends on a $100 stated amount at an initial monthly rate of 9.00% per annum, payable in cash when declared, beginning August 31, 2025. Strategy may adjust the rate in its sole discretion for future periods, but reductions are limited to 25 basis points plus any SOFR increase during the prior period and cannot go below one-month term SOFR. Strategy states its intention is to set the rate to keep the trading price at or close to $100.
What is the ranking of STRC relative to Strategy's other securities and debt?
STRC ranks senior to the Class A and Class B common stock, STRK, and STRD for dividends and liquidation. It is junior to STRF and to all existing and future indebtedness, is structurally junior to liabilities of Strategy's subsidiaries, and is subject to any other preferred stock then outstanding.
Under what circumstances can Strategy redeem STRC Stock?
Beginning on the first date STRC is listed on Nasdaq or NYSE, Strategy may redeem shares at $101 per share plus accrued unpaid dividends, subject to a minimum of $250.0 million stated amount outstanding for partial redemptions. Strategy may also redeem all shares for cash if fewer than 25% of originally issued shares remain outstanding, or upon certain tax events, at the liquidation preference plus accrued dividends.
What did Strategy do with the offering proceeds?
Strategy states it used the net proceeds to acquire 21,021 bitcoins at an average purchase price of approximately $117,256 per bitcoin, bringing aggregate holdings to approximately 628,791 bitcoins as of July 29, 2025, acquired at an aggregate purchase price of approximately $46.8 billion.

04—Continue

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