01—Abstract
Summary
Summary of the 8-K filed October 29, 2026. Cited figures are marked; the original filing is the authoritative source.
Strategy Inc (MSTR) filed an 8-K on October 29, 2026 reporting that it had filed four amended and restated certificates of designations for its preferred stock series (STRF, STRC, STRK and STRD) with the Delaware Secretary of State.
The amendments permit daily dividends. The Second A&R STRC Stock CoD becomes effective at 12:01 a.m. Eastern Time on November 1, 2026, and the amendments for STRF, STRK and STRD become effective at 12:01 a.m.
Eastern Time on January 1, 2027. The filing states that the changes do not increase or decrease the total amount of regular dividends payable, do not change any dividend rates, and do not change the Company's overall dividend payment obligations. Other than the change in dividend payment frequency and related changes, the filing states the rights and protections associated with the dividends are unchanged.
Stockholders approved Proposal 1 at a Special Meeting held on October 28, 2026, with 381,373,199 votes for, 2,236,551 against and 444,753 abstentions. Because Proposal 1 was approved, the adjournment proposal (Proposal 2) was not needed, though it also received the requisite votes (376,177,572 for, 7,249,982 against, 626,949 abstentions). The filing also confirms that the contingent conditions for the STRC daily dividends for November 2026 have been satisfied.
Stockholder approval was obtained and the Second A&R STRC Stock CoD has been filed and will take effect on November 1, 2026. Accordingly, the November Daily Dividends with record dates from November 1 through November 30, 2026 will be payable under their terms, and the previously declared semi-monthly STRC dividend payable November 15, 2026 will not be payable.
02—Key points
Key Highlights
- Stockholders approved the daily dividend proposal at the October 28, 2026 Special Meeting with 381,373,199 votes for and 2,236,551 against.
- The Second A&R STRC Stock CoD takes effect at 12:01 a.m. ET on November 1, 2026; the STRF, STRK and STRD amendments take effect at 12:01 a.m. ET on January 1, 2027.
- Regular dividends will have a record date on each calendar day and be payable on the following Business Day, per the amended certificates.
- The filing states total regular dividends payable, dividend rates and the Company's overall dividend payment obligations are not changed by the amendments.
- November Daily Dividends on STRC Stock (record dates November 1 through November 30, 2026) will be payable once the Second A&R STRC Stock CoD becomes effective.
- The semi-monthly STRC dividend payable November 15, 2026 will not be payable because the contingent dividend condition has been satisfied.
03—Questions
Frequently Asked Questions
Does the switch to daily dividends change how much investors receive?
According to the filing, the amendments do not increase or decrease the total amount of regular dividends payable on the STRF, STRC, STRK or STRD Stock, and do not change any dividend rates. The change affects the frequency and timing of dividend payments, along with related conforming changes.
When do the new daily dividend terms take effect?
The Second A&R STRC Stock CoD becomes effective at 12:01 a.m. Eastern Time on November 1, 2026. The amended certificates for STRF, STRK and STRD become effective at 12:01 a.m. Eastern Time on January 1, 2027. Until those times, each series remains governed by its existing certificate of designations.
What happens to the previously declared November 15, 2026 STRC dividend?
The filing states that the November 15, 2026 semi-monthly STRC dividend, which was payable to holders of record at 5:00 p.m. New York City time on October 31, 2026, will not be payable. Instead, the November Daily Dividends with record dates from November 1 through November 30, 2026 will be paid under their terms.
How much stockholder support did the daily dividend proposal receive?
Proposal 1 received 381,373,199 votes for, 2,236,551 votes against and 444,753 abstentions, with no broker non-votes reported. The filing states that the adjournment proposal was unnecessary because Proposal 1 passed.
04—Continue