Welcome to the 2026 special meeting of stockholders for Strategy Inc. Your host today is Michael Saylor, Executive Chairman and Chairman of the Board of Directors of Strategy. Mr. Saylor, you may begin.
Welcome to our 2026 special meeting of stockholders. The time is now 10:00 A.M. Eastern Time, and we are calling this meeting to order. I'd like to start by thanking all of our stockholders for their ongoing support of Strategy. I'm very excited about the future of our company, and I strongly believe that we're well positioned to continue to execute on our ambitious goals as a Bitcoin treasury company and build stockholder value. Before we begin the formal portion of the meeting, I'd like to introduce certain individuals who are in attendance today. The following members of our executive management team are in attendance. Phong Le, our President and Chief Executive Officer, and also a member of our Board of Directors. Andrew Kang, our Executive Vice President and Chief Financial Officer, ,and Thomas Chow, our Executive Vice President and General Counsel.
Ellen Smiley, on behalf of the company's outside counsel, Latham & Watkins, is also in attendance today. Finally, Jim Raitt is attending on behalf of American Election Services, LLC. Jim serves as our Inspector of Election.
Thank you, Michael, for those opening remarks. My name is Thomas Chow. I am General Counsel and Secretary. We will conduct the formal part of the meeting shortly. Before we begin the formal part of the meeting, I would like to note certain procedural rules as follows. First, recording of any kind is not permitted during any portion of the meeting. Second, stockholders have an opportunity to submit questions and comments pertinent to the proposals to be acted on at this special meeting via the internet in advance of the meeting, as set forth in the proxy statement. Questions will also be accepted during the special meeting if pertinent to the proposals to be acted upon today and submitted on the virtual meeting website.
After all of the proposals have been identified and the polls are declared open, we will share and respond to any questions and comments that we received that are pertinent to the proposals. We will spend a maximum of 10 minutes for our remarks on any questions relating to any single proposal. As indicated in the notice of special meeting and accompanying documents that were mailed to stockholders, we are here today to consider two proposals. The polls are open and will remain open until I announce that the polls are closed. No votes, revocations of proxies, or changes to proxies will be accepted after the polls are closed. We will announce the preliminary results of the voting on each matter immediately following tabulation of the voting.
We have received an affidavit from Broadridge Financial Solutions, Inc., certifying that the notice of special meeting, proxy statement, and accompanying proxy card were sent commencing on October 5th, 2026, to all common stockholders of record as of September 25th, 2026. A copy of this affidavit will be included in the minutes of the meeting. Mr. Raitt has been appointed to act as Inspector of Election and will provide a count of the number of shares present at this meeting in person via this virtual meeting or through representation by proxy. As the count is being confirmed, I will read the two proposals to be voted on at this meeting.
The first proposal is the approval and adoption of an amended and restated certificate of designations for each of the company's 10% Series A perpetual Strife preferred stock, variable rate Series A perpetual Stretch preferred stock, 8% Series A perpetual Strike preferred stock, and 10% Series A perpetual Stride preferred stock to permit daily dividends. The board recommends that you vote for this proposal. The second proposal is the approval of one or more adjournments of the special meeting of stockholders from time to time, if necessary, to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve Proposal One. The board recommends that you vote for this proposal. Mr. Raitt, does a quorum for this meeting exist?
Yes, Mr. Secretary. There are present at this meeting in person or through representation by proxy at least 187,866,918 shares of Class A common stock and 19,616,680 shares of Class B common stock, constituting 384,033,718 votes out of a total of 598,740,150 votes entitled to be cast at this meeting.
As set forth in the proxy statement, stockholders of record as of the record date had an opportunity to submit questions in advance of the special meeting. If there are any stockholders with questions pertinent to the proposals being voted on who did not submit questions in advance, you can enter them now using the Submit a Comment dialog box on your screen. We will allow a few minutes to see if we have any questions relating to the proposals while we respond to stockholder questions we received in advance of today's meeting. To start off, we received one pertinent stockholder question in advance of the special meeting. The question is as follows: Does the proposed transition to daily dividends create a gap in distributions for Stretch holders between October 15th and November 15th? If so, how does the company plan to declare dividend payments during this period?
Phong Le, the company's President and Chief Executive Officer will respond on behalf of the company.
Thank you, Thomas. The short answer is no. Stretch dividends are paid in arrears, meaning each dividend is paid at the end of the period it covers. Under Stretch's current terms, dividends are paid semi-monthly. The semi-monthly dividend for October 16th through 31st has already been declared and will be payable October 31st to holders of record as of October 15th. The next dividend period will cover November 1st through 15th, either under the existing semi-monthly dividend schedule or if proposal one is approved, the new daily schedule. As announced earlier this month, we have conditionally declared both, but only one will be paid. Daily dividends will begin November 1st if proposal one is approved, and the amended certificate of designations take effect by 12:01 A.M. Eastern Time on November 1st. Otherwise, the semi-monthly dividend will be payable November 15th. In either case, dividend coverage will continue uninterrupted with no gaps.
On a related note, under the daily dividend schedule, shares held through DTC will have weekend and holiday record dates treated as following on the immediately preceding DTC business day. For example, we expect DTC to distribute the November 6th, 7th, and 8th dividends on November 9th to holders of record as of Friday, November 6th. As a result, an investor who buys Stretch on November 6th will not receive those dividends, while an investor who sells that day will, because neither trade will settle by that day's record date.
Thank you, Phong. We will now pause for a moment to see if we received any additional questions related to the proposals. At this point, we will no longer accept additional questions during today's meeting. It looks like we did not receive any additional questions related to the proposals. That concludes the Q&A portion of today's meeting.
If there are any stockholders present who either have not submitted a proxy and wish to vote online during the meeting or who have submitted a proxy but wish to revoke their proxy or change their vote, you may do so by clicking the voting button near the center of your screen. I will pause now for a few moments to give some time to those stockholders who wish to click on the voting button for these purposes. This concludes the business items on the agenda for this special meeting. The time is 10:09 A.M. Eastern Time, and the polls are now closed. Mr. Raitt will tabulate the votes and report the results of the meeting. Is the Inspector of Election ready with the vote tabulation?
Yes, I am, Mr. Secretary. I will now report the preliminary tabulation of the voting. For proposal one, any percentages reported will be calculated based on the total voting power of all outstanding shares entitled to vote on the proposal. On proposal one, to approve and adopt an amended and restated certificate of designations for each of the company's 10% Series A perpetual Strife preferred stock, variable rate Series A perpetual Stretch preferred stock, 8% Series A perpetual Strike preferred stock, and 10% Series A perpetual Stride preferred stock to permit daily dividends. There is 381,355,641 votes, or 63.69%, have been voted in favor of this proposal.
There are 2,233,325 votes, or 0.037, have been voted against this proposal. There are 444,752 votes, or 0.07, have abstained, and there were zero broker non-votes. That is all, Mr. Secretary.
I hereby declare that proposal one has been approved and adopted. As such, proposal two, to approve one or more proposals to adjourn the special meeting, if necessary, to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve proposal one, is unnecessary. There is no further business to be considered at this meeting. It is now 10:11 A.M. Eastern Time, and the meeting is hereby adjourned.
Thank you, Thomas. Thank you, everyone, for joining Strategy's Special Meeting of Stockholders, and thanks again to our stockholders for your continued support and your ongoing confidence in Strategy.
The meeting has concluded. Thank you for attending. You may now disconnect.