---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-130703"
form_type: "8-K"
ticker: "MSTR"
cik: "0001050446"
company_name: "Strategy Inc"
filed_at: "2023-05-01T23:59:59+00:00"
generated_at: "2026-06-16T04:35:25.917257+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# MicroStrategy enters $625M at-the-market equity offering; replaces prior $500M program

## Summary
- New Sales Agreement with Cowen and Canaccord allows issuance of up to $625M in class A common stock.
- Prior $500M ATM program terminated after raising $385.2M from 1,567,430 shares sold.
- Agents receive up to 2.0% commission on gross proceeds; company has no obligation to sell any shares.
- Shares will be sold in 'at the market' offerings under Rule 415(a)(4); existing shelf registration used.

## SEC filing metadata
- accession: 0001193125-23-130703
- form_type: 8-K
- ticker: MSTR
- cik: 0001050446
- company_name: Strategy Inc
- filed_at: 2023-05-01T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 1.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1050446/000119312523130703/0001193125-23-130703-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1050446/000119312523130703/d474855d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-130703
- JSON: https://secwatch.observer/filing/0001193125-23-130703.json
- Plain text: https://secwatch.observer/filing/0001193125-23-130703.txt

## Key facts
- Material Agreements
  Strategy Inc terminated Prior Sales Agreement with Cowen and Company, LLC and BTIG, LLC valued at $500.0 million (effective 2023-05-01).
  - Action: termination
  - Agreement: atm program
  - Counterparty: Cowen and Company, LLC and BTIG, LLC
  - Value: $500.0 million
  - Effective: 2023-05-01
  source text: As previously disclosed, on September 9, 2022, the Company entered into a Sales Agreement (the “Prior Sales Agreement”) with Cowen and Company, LLC and BTIG, LLC, as sales agents (the “Prior Agents”), pursuant to which the Company could issue and sell shares of its Common Stock, having an aggregate offering price of up to $500.0 million (the “Prior ATM Shares”) from time to time through the Prior Agents (the “Prior Offering”). On April 26, 2023, the Company notified the Prior Agents of its decision to terminate the Prior Sales Agreement, effective immediately prior to entry into the new Sales Agreement on May 1, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1050446/000119312523130703/0001193125-23-130703-index.htm
- Material Agreements
  Strategy Inc entered into Sales Agreement with Cowen and Company, LLC and Canaccord Genuity LLC valued at $625,000,000 (effective 2023-05-01).
  - Action: entry
  - Agreement: atm program
  - Counterparty: Cowen and Company, LLC and Canaccord Genuity LLC
  - Value: $625,000,000
  - Effective: 2023-05-01
  source text: On May 1, 2023, MicroStrategy Incorporated (the “Company”) entered into a Sales Agreement (the “Sales Agreement”) with Cowen and Company, LLC and Canaccord Genuity LLC, as sales agents (the “Agents”), pursuant to which the Company may issue and sell shares of its class A common stock, $0.001 par value per share (“Common Stock”), having an aggregate offering price of up to $625,000,000
  evidence_url: https://www.sec.gov/Archives/edgar/data/1050446/000119312523130703/0001193125-23-130703-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.