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Basic and Diluted Earnings (Loss) per Common Share
9 Months Ended
Sep. 30, 2026
Earnings Per Share [Abstract]  
Basic and Diluted Earnings (Loss) per Common Share Basic and Diluted Earnings (Loss) per Common Share
Basic earnings (loss) per common share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the respective period. Net income (loss) attributable to common stockholders is computed by deducting the Preferred Stock dividends declared related to the current financial reporting period. On repurchase of preferred stock, any excess of the net carrying amount of the preferred stock in the Company’s Consolidated Balance Sheet over the fair value of the consideration transferred to the holders of the preferred stock is accounted for as a deemed contribution from preferred stockholders. This amount is included in the determination of net income (loss) attributable to common stockholders in the calculation of earnings per share.
The Company has two classes of common stock: class A common stock and class B common stock. Holders of class A common stock generally have the same rights, including rights to dividends, as holders of class B common stock, except that holders of class A common stock have one vote per share while holders of class B common stock have ten votes per share. Each share of class B common stock is convertible at any time, at the option of the holder, into one share of class A common stock. As such, basic and fully diluted earnings (loss) per common share for class A common stock and for class B common stock are the same. The Company has never declared or paid any cash dividends on either class A or class B common stock.
As of September 30, 2026, the Company had five series of Preferred Stock outstanding: STRF Stock, STRC Stock, STRE Stock, STRK Stock, and STRD Stock. Only STRK Stock is convertible into the Company’s class A common stock and, therefore, is the only series of Preferred Stock that impacts diluted earnings (loss) per common share. Each share of the STRK Stock is convertible at any time, at the option of the holder, into 0.1 shares of class A common stock. Refer to Note 10, Redeemable Preferred Stock, for additional information on the dividend, voting, and other rights of the Company's outstanding Preferred Stock.
The impact from potential shares of common stock issuable on the diluted earnings (loss) per common share calculation is included when dilutive. Potential shares of class A common stock issuable upon the exercise of outstanding stock options, the vesting of restricted stock units and performance stock units considered probable of achievement, and in connection with the 2021 ESPP are computed using the treasury stock method. Potential shares of class A common stock issuable upon conversion of the Convertible Notes and upon conversion of the STRK Stock are computed using the if-converted method. In computing diluted earnings (loss) per common share, the Company first calculates the earnings per incremental share (“EPIS”) for each class of potential shares of common stock and ranks the classes from the most dilutive (i.e., lowest EPIS) to the least dilutive (i.e., highest EPIS). Basic earnings per common share is then adjusted for the effect of each class of shares, in sequence and cumulatively, until a particular class no longer produces further dilution.
The following table sets forth the computation of basic and diluted earnings (loss) per common share for the periods indicated:
Three Months Ended September 30,Nine Months Ended September 30,
(in thousands, except per share data)2026202520262025
Numerator - Basic and Diluted:
Net income (loss)$19,532,972 $2,785,024 $(1,229,326)$8,588,500 
Dividends on preferred stock(419,556)(139,898)(1,049,744)(198,040)
Deemed contribution related to preferred stock repurchases5,517 — 5,517 — 
Net income (loss) attributable to common stockholders of Strategy $19,118,933 $2,645,126 $(2,273,553)$8,390,460 
Effect of dilutive shares on net earnings:
Interest expense on 2027 Convertible Notes, net of tax———286
Interest expense on 2028 Convertible Notes, net of tax1,8821,871—5,626
Interest expense on 2029 Convertible Notes, net of tax6501,296—3,899
Interest expense on 2030A Convertible Notes, net of tax1,6021,592—4,786
Interest expense on 2030B Convertible Notes, net of tax893890—2,154
Interest expense on 2031 Convertible Notes, net of tax1,3871,378—4,145
Interest expense on 2032 Convertible Notes, net of tax3,7053,685—11,086
Dividends on STRK Stock28,041———
Net income (loss) - Diluted$19,157,093 $2,655,838 $(2,273,553)$8,422,442 
Denominator - Basic and Diluted:
 Weighted average common shares of class A common stock380,508264,736342,801252,503
 Weighted average common shares of class B common stock19,64019,64019,64019,640
Total weighted average shares of common stock outstanding 400,148284,376362,441272,143
Effect of dilutive shares on weighted average common shares outstanding:
Stock options2,074 3,419 — 3,704 
Restricted stock units157 655 — 769 
Performance stock units59 503 — 508 
Employee stock purchase plan— — — 2 
Convertible preferred stock1,402 — — — 
2027 Convertible Notes— — — 1,315 
2028 Convertible Notes5,513 5,513 — 5,513 
2029 Convertible Notes2,231 4,462 — 4,462 
2030A Convertible Notes5,342 5,342 — 5,342 
2030B Convertible Notes4,614 4,614 — 3,719 
2031 Convertible Notes2,594 2,594 — 2,594 
2032 Convertible Notes3,9153,915 —3,915 
Total weighted average shares of common stock outstanding - Diluted428,049315,393 362,441 303,986 
Earnings (loss) per common share:
Basic earnings (loss) per common share (1)$47.78 $9.30 $(6.27)$30.83 
Diluted earnings (loss) per common share (1)$44.75 $8.42 $(6.27)$27.71 
(1)Basic and fully diluted earnings (loss) per common share for class A and class B common stock are the same.
For the three and nine months ended September 30, 2026 and 2025, the following weighted average shares of potential class A common stock were excluded from the diluted earnings (loss) per common share calculation because their impact would have been anti-dilutive.
Three Months Ended September 30,Nine Months Ended September 30,
(in thousands)2026202520262025
Stock options190 53 3,253 46 
Restricted stock units442 6 734 13 
Performance stock units93 — 363 — 
Employee stock purchase plan10 — 13 — 
Convertible preferred stock— 1,304 1,402 915 
2028 Convertible Notes— — 5,513 — 
2029 Convertible Notes— — 3,375 — 
2030A Convertible Notes— — 5,342 — 
2030B Convertible Notes— — 4,614 — 
2031 Convertible Notes— — 2,594 — 
2032 Convertible Notes— — 3,915 — 
  Total735 1,363 31,118 974