01—Abstract
Summary
Summary of the 8-K filed October 1, 2026. Cited figures are marked; the original filing is the authoritative source.
Strategy Inc (MSTR) filed this Form 8-K to disclose dividend actions on its Variable Rate Series A Perpetual Stretch Preferred Stock (STRC).
On September 30, 2026, the company announced it will maintain the regular dividend rate on STRC at 12.00% per annum for semi-monthly periods commencing on or after October 16, 2026. The board declared semi-monthly cash dividends of $0.50a per share on STRC, payable October 31, 2026 to holders of record on October 15, 2026, and a second $0.50 per share dividend payable November 15, 2026 to holders of record on October 31, 2026. Management stated it will recommend to the board that the 12.00% rate be maintained until STRC shows sustained, healthy trading near $100 per share.
The November 15 dividend is conditional. It will not be payable if both (a) stockholders approve the Daily Dividend Amendments at a special meeting scheduled for October 28, 2026, and (b) the Second Amended and Restated STRC Certificate of Designations is filed and effective by 12:01 a.m. Eastern time on November 1, 2026.
If both conditions are met, the company intends to declare daily dividends for November 2026 with record dates for each calendar day, also at a 12.00%b annual rate, payable on each subsequent business day. The October 31 dividend is not subject to these conditions.
The company expects the dividends payable on October 31 and, if payable, November 15, 2026 to be treated as non-taxable returns of capital to the extent of a shareholder's tax basis for U.S. federal income tax purposes. The filing also includes Regulation FD disclosure noting the company's website dashboard (www.strategy.com) as a disclosure channel, and references a preliminary proxy statement filed September 25, 2026 for the special meeting.
02—Key points
Key Highlights
- STRC dividend rate maintained at 12.00% per annum for semi-monthly periods commencing on or after October 16, 2026.
- Board declared $0.50 per share cash dividend on STRC payable October 31, 2026 (record date October 15, 2026), representing a 12.00% per annum rate; this dividend is not subject to the contingent condition.
- A second $0.50 per share dividend payable November 15, 2026 (record date October 31, 2026) is conditional on stockholder approval of Daily Dividend Amendments and timely effectiveness of the Second A&R STRC CoD.
- Special meeting of stockholders scheduled for October 28, 2026 at 10:00 a.m. Eastern time to vote on the Daily Dividend Amendments, which would provide for daily record dates with dividends payable the next business day.
- If the contingent condition is satisfied, the company intends to declare daily STRC dividends for November 2026 at a 12.00% annual rate, starting November 1, 2026, subject to board approval on or about October 15, 2026.
- Management will recommend maintaining the 12.00% rate until STRC demonstrates sustained, healthy trading near $100 per share.
- Expected tax treatment: dividends payable October 31 and, if payable, November 15, 2026 are expected to be non-taxable returns of capital to the extent of shareholder tax basis.
03—Questions
Frequently Asked Questions
What dividend rate applies to STRC going forward?
The company will maintain the regular dividend rate on STRC at 12.00% per annum for semi-monthly periods commencing on or after October 16, 2026. The rate has no effect on previously declared but unpaid dividends.
Is the November 15, 2026 STRC dividend guaranteed?
No. It will be payable only if the Daily Dividend Amendments are not approved at the October 28, 2026 special meeting by 5:00 p.m. ET on October 31, 2026, or the Second A&R STRC CoD is not filed and effective by 12:01 a.m. ET on November 1, 2026. If both conditions are satisfied, the November 15 dividend will not be payable and daily dividends are intended instead.
Is the October 31, 2026 STRC dividend affected by the special meeting?
No. The filing states that the dividend payable October 31, 2026 to holders of record as of October 15, 2026 is not subject to the Contingent Dividend Condition.
What is the tax treatment of these STRC dividends?
The company expects the dividends payable October 31 and, if payable, November 15, 2026 to be non-taxable returns of capital to the extent of a shareholder's tax basis in STRC for U.S. federal income tax purposes. Shareholders should consult their own tax advisors, as special considerations may apply.
What is management's stated condition for maintaining the 12.00% rate?
As previously announced, management will recommend to the board that the 12.00% rate be maintained until STRC has demonstrated sustained, healthy trading near $100 per share.
04—Continue