Tysons Corner, Va. – Strategy™, a company known for its significant Bitcoin treasury holdings and enterprise analytics software, announced its intent to conduct an initial public offering (IPO) of 5,000,000 shares of its Variable Rate Series A Perpetual Stretch Preferred Stock, with net proceeds allocated for general corporate purposes, including further Bitcoin acquisitions.The offering, which is subject to market and other conditions, involves the STRC Stock, which will have a stated amount of $100 per share and accumulate cumulative dividends at a variable rate. Regular dividends are anticipated to be payable monthly in arrears, commencing August 31, 2025, with an initial annual rate of 9.00%. Strategy retains the discretion to adjust this monthly regular dividend rate for subsequent periods, subject to specific restrictions. These restrictions include limits on reductions, such as not decreasing the rate by more than 25 basis points plus any excess of the one-month term SOFR rate from the prior period, nor reducing it below the one-month term SOFR rate in effect before notice of adjustment. Additionally, any accumulated regular dividends from prior periods must be fully paid before a rate reduction can occur. The company’s current intention is to adjust the dividend rate to maintain the STRC Stock’s trading price near its stated amount of $100 per share, with declared regular dividends to be paid solely in cash. If any accumulated regular dividend is not paid on its due date, compounded dividends will accrue on the unpaid amount.Strategy reserves the right to redeem all or a portion of the outstanding STRC Stock at a cash redemption price of $101 per share plus accumulated dividends, once the stock is listed on a major exchange such as Nasdaq or NYSE. Partial redemptions require at least $250.0 million in aggregate stated amount of STRC Stock to remain outstanding. The company can also perform a “clean-up redemption” of all shares if the outstanding volume falls below 25% of the total issued, or a “tax redemption” if certain tax events occur, both at a price equal to the liquidation preference plus accumulated dividends.In specific circumstances, holders of the STRC Stock will have the right to require Strategy to repurchase their shares. This “fundamental change” repurchase right allows holders to sell their stock back to Strategy at a cash price equal to the stated amount of $100 per share, plus any accumulated and unpaid regular dividends.The liquidation preference of the STRC Stock is initially $100 per share. It will be adjusted daily to be the greater of the stated amount, the last reported sale price within a 10-day period if recent sales occurred, or the 10-day arithmetic average of last reported sale prices.Morgan Stanley, Barclays, Moelis & Company, and TD Securities are acting as joint book-running managers for the offering. Co-managers include The Benchmark Company, Clear Street, AmeriVet Securities, Bancroft Capital, and Keefe, Bruyette & Woods. The offering is being conducted pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission (SEC), and interested parties can access the preliminary prospectus supplement on the SEC’s website.Strategy, also known as MicroStrategy Incorporated, identifies itself as the world’s first and largest Bitcoin Treasury Company. It operates as a publicly traded entity that has adopted Bitcoin as its primary treasury reserve asset, strategically acquiring Bitcoin through equity and debt financings, and operational cash flows. The company aims to provide investors with varying degrees of economic exposure to Bitcoin through a range of securities. Beyond its Bitcoin strategy, Strategy also develops AI-powered enterprise analytics software, branded as “Intelligence Everywhere,” and explores innovations in Bitcoin applications.