Terms

Series

10.00% Series A Perpetual Stride Preferred Stock (STRD Stock)

Liquidation Preference

$100.00

Coupon Rate

10%

Rate Type

Fixed

Annual Dividend

$10.00

Payment Frequency

Quarterly

Cumulative

No

Perpetual

Yes

Convertible

No

Callable

No

Capital Stack Ranking

Junior To: Strk Stock (8.00% Series A Perpetual Strike Preferred Stock), Strf Stock (10.00% Series A Perpetual Strife Preferred Stock), All Existing And Future Indebtedness Including Convertible Notes, All Liabilities Of Subsidiaries (Structural Subordination); Pari Passu With: Dividend Parity Stock (None Currently Outstanding), Liquidation Parity Stock (None Currently Outstanding); Senior To: Class A Common Stock, Class B Common Stock, Dividend Junior Stock, Liquidation Junior Stock

Regulatory (Basel III) Call

No

Tax Classification

Qualified Dividend

Qualifies for QDI

Yes

Qualifies for DRD

Yes

Shares Offered

11,764,700

Prospectus Summary

MicroStrategy Incorporated d/b/a Strategy is offering 11,764,700 shares of its 10.00% Series A Perpetual Stride Preferred Stock (Nasdaq: STRD), with a stated amount and initial liquidation preference of $100 per share, priced at $85.00 per share in this offering. The security pays a fixed annual dividend of $10.00 per share (10.00% of the $100 stated amount), payable quarterly on March 31, June 30, September 30, and December 31, beginning September 30, 2025. Critically, dividends are non-cumulative and entirely discretionary — if the board does not declare a dividend in any quarter, that dividend is permanently foregone with no obligation to make up missed payments. STRD Stock sits below Strategy's existing STRK Stock (8.00% Series A Perpetual Strike Preferred) and STRF Stock (10.00% Series A Perpetual Strife Preferred), and below approximately $8.22 billion in consolidated indebtedness (including multiple series of convertible notes), all of which rank senior. As a holding company issue, STRD is also structurally junior to all liabilities of Strategy's operating subsidiaries. It ranks senior only to Class A and Class B common stock. There is no regulatory capital (Tier 1) call provision. Optional redemption is permitted only if total outstanding STRD shares fall below 25% of shares originally issued, or upon a tax event, each at a price equal to the then-current liquidation preference plus any declared but unpaid dividends. At the $85.00 offering price, the effective current yield is approximately 11.76% ($10.00 annual dividend / $85.00). Dividends may qualify for the 15%/20% preferential QDI rate for non-corporate holders or the dividends-received deduction for corporate holders, but only if Strategy has sufficient current or accumulated earnings and profits — which is uncertain given the company's bitcoin-heavy balance sheet and operating history. Record dates fall on the 15th of March, June, September, and December (approximately 16 days prior to payment). If Strategy fails to pay full dividends on senior STRK or STRF Stock, it is blocked from paying any dividends on STRD; similarly, non-payment of STRD dividends blocks any common stock dividends.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If STRD Stock dividends are not fully declared and paid, Strategy is blocked from paying dividends on its common stock and other junior securities; conversely, if STRK or STRF dividends are not fully paid, Strategy is blocked from paying STRD dividends.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 44 (Average)