Material Agreement, Amendments to Bylaws, Termination of Material Agreement (Form 8-K)

On March 23, 2026, Strategy Inc (the "Company") entered into joinders with each of Moelis & Company LLC ("Moelis" and such joinder with Moelis the "Moelis Joinder"), A.G.P./Alliance Global Partners ("Alliance" and such joinder with Alliance the "Alliance Joinder") and StoneX Financial Inc. ("StoneX" and such joinder with StoneX the "StoneX Joinder"), which added Moelis, Alliance and StoneX as sales agents under the Omnibus Sales Agreement, dated as of November 4, 2025, by and among the Company and TD Securities (USA) LLC, The Benchmark Company, LLC, Barclays Capital Inc., BTIG, LLC, Canaccord Genuity LLC, Cantor Fitzgerald & Co., Clear Street LLC, Compass Point Research & Trading, LLC, H.C. Wainwright & Co., LLC, Keefe, Bruyette & Woods, Inc., Maxim Group LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, Santander US Capital Markets LLC, SG Americas Securities, LLC and TCBI Securities, Inc., doing business as Texas Capital Securities, as sales agents (such sales agents, together with Moelis, Alliance and StoneX, collectively, the "Agents" and such agreement, the "Sales Agreement").

In addition, on March 23, 2026, the Company and the Agents entered into:

In connection with the foregoing and also on March 23, 2026, the Company made the following filings with the Securities and Exchange Commission ("SEC") supplementing the base prospectus supplement, dated as of November 4, 2025 (the "Base Prospectus Supplement"), under its existing automatic shelf registration statement that became effective on January 27, 2025 (File No. 333-284510) (the"Registration Statement") and the base prospectus contained therein (the "Base Prospectus"):

The Company had previously registered the sale of up to (i) $15,854,365,265.54 of Common Stock under a prior prospectus supplement annex, the Base Prospectus Supplement and the Base Prospectus (collectively, the "Prior Common Stock Prospectus"), (ii) $4,200,000,000.00 of STRC Preferred Stock under a prior prospectus supplement annex, the Base Prospectus Supplement and the Base Prospectus (collectively, the "Prior STRC Preferred Stock Prospectus") and (iii) $20,340,632,356.64 of STRK Preferred Stock under a prior prospectus supplement annex, the Base Prospectus Supplement and the Base Prospectus (collectively, the "Prior STRK Preferred Stock Prospectus"). The Company intends to continue to utilize the Prior Common Stock Prospectus and the Prior STRC Preferred Stock Prospectus until all shares subject to the Prior Common Stock Prospectus and

the Prior STRC Preferred Stock Prospectus, respectively, have been sold in accordance with the terms thereof. Effective March 22, 2026, the Company and the Agents terminated the prior offering of shares of STRK Preferred Stock under the Prior STRK Preferred Stock Prospectus.

Copies of the Moelis Joinder, Alliance Joinder, StoneX Joinder, Common Stock Sales Agreement Addendum, STRC Sales Agreement Addendum and STRK Sales Agreement Addendum are attached as Exhibits 1.1, 1.2, 1.3, 1.4, 1.5 and 1.6 hereto, respectively, and are incorporated herein by reference. The foregoing descriptions of the material terms of the Moelis Joinder, Alliance Joinder, StoneX Joinder, Common Stock Sales Agreement Addendum, STRC Sales Agreement Addendum and STRK Sales Agreement Addendum do not purport to be complete and are qualified in their entirety by reference to such exhibits.

Wilmer Cutler Pickering Hale and Dorr LLP, counsel to the Company, has issued a legal opinion relating to the New Common ATM Shares and the New STRC ATM Shares and Latham & Watkins LLP, counsel to the Company, has issued a legal opinion relating to the New STRK ATM Shares. Copies of such legal opinions, including the consents included therein, are attached as Exhibits 5.1 and 5.2 hereto, respectively.

The New Common ATM Shares are registered pursuant to the Registration Statement, the New Common Stock Annex, the Base Prospectus Supplement and the Base Prospectus, and the offering of the New Common ATM Shares will be made only by means of the New Common Stock Annex, the Base Prospectus Supplement and the Base Prospectus. The New STRC ATM Shares are registered pursuant to the Registration Statement, the New STRC Annex, the Base Prospectus Supplement and the Base Prospectus, and the offering of the New STRC ATM Shares will be made only by means of the New STRC Annex, the Base Prospectus Supplement and the Base Prospectus. The New STRK ATM Shares are registered pursuant to the Registration Statement, the New STRK Annex, the Base Prospectus Supplement and the Base Prospectus, and the offering of the New STRK ATM Shares will be made only by means of the New STRK Annex, the Base Prospectus Supplement and the Base Prospectus. This Current Report on Form 8-Kshall not constitute an offer to sell or solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of such state or jurisdiction.

The information set forth in Item 8.01 of this Current Report on Form 8-K related to the Common Stock Sales Agreement Addendum, STRC Sales Agreement Addendum and STRK Sales Agreement Addendum is incorporated herein by reference.

The information set forth in Item 8.01 of this Current Report on Form 8-K related to the termination of the prior offering of shares of STRK Preferred Stock under the Prior STRK Preferred Stock Prospectus is incorporated herein by reference.