UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On June 8, 2026, Strategy Inc (the “Company”) held its 2026 Annual Meeting of Stockholders. The following proposals were adopted by the votes specified below.
| 1. To elect the following eight (8) directors for the next year: | Class | For | Withheld | Broker Non-votes |
||||||||||||
| Michael J. Saylor |
Common | 321,909,589 | 16,834,278 | 73,095,003 | ||||||||||||
| Phong Q. Le |
Common | 325,774,679 | 12,969,188 | 73,095,003 | ||||||||||||
| Brian P. Brooks |
Common | 325,804,775 | 12,939,092 | 73,095,003 | ||||||||||||
| Jane A. Dietze |
Common | 326,098,913 | 12,644,954 | 73,095,003 | ||||||||||||
| Stephen X. Graham |
Common | 323,544,158 | 15,199,709 | 73,095,003 | ||||||||||||
| Jarrod M. Patten |
Common | 324,237,991 | 14,505,876 | 73,095,003 | ||||||||||||
| Carl J. Rickertsen |
Common | 306,098,976 | 32,644,891 | 73,095,003 | ||||||||||||
| Gregg J. Winiarski |
Common | 325,727,519 | 13,016,348 | 73,095,003 | ||||||||||||
| Class | For | Against | Abstain | Broker Non-votes | ||||||
| 2. To ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, as disclosed in the proxy statement. |
Common | 409,630,016 | 1,314,739 | 894,115 | – | |||||
| Class | For | Against | Abstain | Broker Non-votes | ||||||
| 3. To approve, on an advisory, non-binding basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement. |
Common | 327,711,367 | 10,458,238 | 574,262 | 73,095,003 | |||||
| Class | For | Against | Abstain | Broker Non-votes | ||||||
| 4. To ratify, pursuant to Section 204 of the General Corporation Law of the State of Delaware, the filing and effectiveness of the Certificate of Amendment to the Certificate of Designations of the Company’s 8.00% Series A Perpetual Strike Preferred Stock filed with the Secretary of State of the State of Delaware on July 7, 2025, and the amendment to the liquidation preference of such stock effectuated thereby, as disclosed in the proxy statement. |
Common | 302,968,907 | 35,304,265 | 470,695 | 73,095,003 | |||||
| Class | For | Against | Abstain | Broker Non-votes | ||||||
| 5. To approve and adopt an amendment and restatement of the Certificate of Designations of the Company’s Variable Rate Series A Perpetual Stretch Preferred Stock to provide for two scheduled dividend payment dates per month, instead of one, as disclosed in the proxy statement. |
Common
STRC |
338,212,040
44,969,003 |
373,535
1,185,259 |
158,292
466,700 |
73,095,003
– | |||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 10, 2026 | Strategy Inc (Registrant) | |||||
| By: | /s/ Thomas C. Chow | |||||
| Name: | Thomas C. Chow | |||||
| Title: | Executive Vice President & General Counsel | |||||