Sec Form 4 Filing - Shao Wei-Ming @ Strategy Inc - 2025-11-12

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Shao Wei-Ming 2. Issuer Name and Ticker or Trading Symbol Strategy Inc [ MSTR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & General Counsel (Last) (First) (Middle) C/O STRATEGY INC, 1850 TOWERS CRESCENT PLAZA 3. Date of Earliest Transaction (MM/DD/YY) 11/12/2025 (Street) TYSONS CORNER, VA22182 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock 11/12/2025 M 20,000 A $ 40.46 32,726 D Class A Common Stock 11/12/2025 M( 1 ) 5,334 A $ 69.123 38,060 D Class A Common Stock 11/12/2025 S( 1 ) 309 D $ 220.619 ( 2 ) 37,751 D Class A Common Stock 11/12/2025 S( 1 ) 511 D $ 221.9 ( 3 ) 37,240 D Class A Common Stock 11/12/2025 S( 1 ) 629 D $ 222.922 ( 4 ) 36,611 D Class A Common Stock 11/12/2025 S( 1 ) 727 D $ 224.064 ( 5 ) 35,884 D Class A Common Stock 11/12/2025 S( 1 ) 853 D $ 224.769 ( 6 ) 35,031 D Class A Common Stock 11/12/2025 S( 1 ) 342 D $ 225.999 ( 7 ) 34,689 D Class A Common Stock 11/12/2025 S( 1 ) 455 D $ 227.024 ( 8 ) 34,234 D Class A Common Stock 11/12/2025 S( 1 ) 111 D $ 227.888 ( 9 ) 34,123 D Class A Common Stock 11/12/2025 S( 1 ) 48 D $ 229.203 ( 10 ) 34,075 D Class A Common Stock 11/12/2025 S( 1 ) 198 D $ 230.439 ( 11 ) 33,877 D Class A Common Stock 11/12/2025 S( 1 ) 187 D $ 231.702 ( 12 ) 33,690 D Class A Common Stock 11/12/2025 S( 1 ) 348 D $ 232.964 ( 13 ) 33,342 D Class A Common Stock 11/12/2025 S( 1 ) 490 D $ 233.761 ( 14 ) 32,852 D Class A Common Stock 11/12/2025 S( 1 ) 126 D $ 234.431 ( 15 ) 32,726 D Class A Common Stock 11/13/2025 M( 1 ) 2,600 A $ 69.123 35,326 D Class A Common Stock 11/13/2025 S( 1 ) 2,600 D $ 223.667 ( 16 ) 32,726 D Series A Perpetual Strife Preferred Stock 500 D Series A Perpetual Stretch Preferred Stock 15,000 D Series A Perpetual Stride Preferred Stock 3,527 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Employee Stock Option (Right to buy) $ 40.46 11/12/2025 M 20,000 ( 17 ) 02/17/2032 Class A Common Stock 20,000 $ 0 79,100 D Employee Stock Option (Right to buy) $ 69.123 11/12/2025 M( 1 ) 5,334 ( 18 ) 02/23/2031 Class A Common Stock 5,334 $ 0 183,998 D Employee Stock Option (Right to buy) $ 69.123 11/13/2025 M( 1 ) 2,600 ( 19 ) 02/23/2031 Class A Common Stock 2,600 $ 0 181,398 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Shao Wei-Ming C/O STRATEGY INC 1850 TOWERS CRESCENT PLAZA TYSONS CORNER, VA22182 EVP & General Counsel Signatures /s/ Allein Sabel, Attorney-in-Fact 11/14/2025 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The transactions reported were effected pursuant to a Rule 10b5-1 trading plan established by the reporting person on July 11, 2025. As previously disclosed in Strategy Inc's ("Strategy") Current Report on Form 8-K filed with the Securities and Exchange Commission ("SEC") on July 1, 2025, the reporting person informed the issuer of his intention to retire effective December 31, 2025. ( 2 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $220.235 to $221.115, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 3 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $221.37 to $222.240, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 4 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $222.430 to $223.426, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 5 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.446 to $224.415, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 6 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $224.45 to $225.448, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 7 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $225.505 to $226.460, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 8 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $226.56 to $227.50, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 9 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $227.665 to $228.03, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 10 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $228.81 to $229.77, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 11 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $230.02 to $231.00, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 12 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $231.27 to $232.05, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 13 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $232.27 to $233.26, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 14 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $233.32 to $234.27, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 15 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $234.34 to $234.80, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 16 )The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $223.10 to $224.04, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the SEC, upon request, full information regarding the number of shares sold at each price within the ranges set forth in this footnote. ( 17 )The 20,000 shares exercised on November 12, 2025 pursuant to this option vested on February 17, 2025. Of the remaining 79,100 shares subject to this option, 29,100 shares vested on February 17, 2025 and 50,000 shares are scheduled to vest on February 17, 2026. ( 18 )The 5,334 shares exercised on November 12, 2025 pursuant to this option vested on February 23, 2022. Of the remaining 183,998 shares subject to this option, 33,998 shares vested on February 23, 2022, 50,000 shares vested on February 23, 2023, 50,000 shares vested on February 23, 2024 and 50,000 shares vested on February 23, 2025. ( 19 ) The 2,600 shares exercised on November 13, 2025 pursuant to this option vested on February 23, 2022. Of the remaining 181,398 shares subject to this option, 31,398 shares vested on February 23, 2022, 50,000 shares vested on February 23, 2023, 50,000 shares vested on February 23, 2024 and 50,000 shares vested on February 23, 2025.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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