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S-3 424B5 EX-FILING FEES 333-284510 0001050446 Strategy Inc N/A The prospectus is not a final prospectus for the related offering. Y N 0001050446 2025-11-03 2025-11-03 0001050446 1 2025-11-03 2025-11-03 0001050446 1 2025-11-03 2025-11-03 0001050446 2 2025-11-03 2025-11-03 iso4217:USD xbrli:pure xbrli:shares

Calculation of Filing Fee Tables

S-3

Strategy Inc

Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable

Security Type

Security Class Title

Fee Calculation or Carry Forward Rule

Amount Registered

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Carry Forward Form Type

Carry Forward File Number

Carry Forward Initial Effective Date

Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward

Newly Registered Securities
Fees to be Paid 1 Equity 10.00% Series A Perpetual Stride Preferred Stock, par value $0.001 per share 457(o) $ 4,133,799,112.67 0.0001381 $ 570,877.66
Fees Previously Paid
Carry Forward Securities
Carry Forward Securities

Total Offering Amounts:

$ 4,133,799,112.67

$ 570,877.66

Total Fees Previously Paid:

$ 0.00

Total Fee Offsets:

$ 570,877.66

Net Fee Due:

$ 0.00

Offering Note

1

The registration fee is calculated in accordance with Rule 457(o) under the Securities Act of 1933, as amended (the "Securities Act"), based on the proposed maximum aggregate offering price and Rule 457(r) under the Securities Act. In accordance with Rules 465(b) and 457(r) under the Securities Act, the registrant initially deferred payment of all of the registration fee with respect to an indeterminate amount of the registrant's 10.00% Series A Perpetual Stride Stock, $0.001 par value per share (the "STRD Stock") being registered under Registration Statement No. 333-284510 filed with the Securities and Exchange Commission on January 27, 2025 (the "Registration Statement") as may from time to time be offered under the Registration Statement at indeterminate prices.

Table 2: Fee Offset Claims and Sources ☐Not Applicable
Registrant or Filer Name Form or Filing Type File Number Initial Filing Date Filing Date Fee Offset Claimed Security Type Associated with Fee Offset Claimed Security Title Associated with Fee Offset Claimed Unsold Securities Associated with Fee Offset Claimed Unsold Aggregate Offering Amount Associated with Fee Offset Claimed Fee Paid with Fee Offset Source
Rules 457(b) and 0-11(a)(2)
Fee Offset Claims
Fee Offset Sources
Rule 457(p)
Fee Offset Claims 1, 2 Strategy Inc S-3 333-284510 07/07/2025 $ 570,877.66 Equity 10.00% Series A Perpetual Stride Preferred Stock, par value $0.001 per share 0 $ 3,728,789,418.68
Fee Offset Sources 3 Strategy Inc S-3 333-284510 07/07/2025 $ 643,020.00

Rule 457(p) Statement of Withdrawal, Termination, or Completion:

1

The Prior Sales Agreement and the Prior ATM Offering were terminated effective as of November 4, 2025. Prior to such termination, the registrant had sold $66,200,887.33 of shares of STRD Stock under the Prior ATM Offering and the balance of $4,133,799,112.67 (the "Unsold STRD Stock") of the $4,200,000,000 of shares of STRD Stock registered for offer and sale in the Prior ATM Offering remained unsold at the termination.

Offset Note

2

On July 7, 2025 the registrant filed a prospectus supplement with the Securities and Exchange Commission under the Registration Statement relating to the offering of shares of its STRD Stock that was able to be issued and sold from time to time under a Sales Agreement, dated July 7, 2025 with the sales agents named therein (the "Prior Sales Agreement", and such offering, the "Prior ATM Offering"). The Prior Sales Agreement and the Prior ATM Offering were terminated effective as of November 4, 2025. Prior to such termination, the registrant had sold $66,200,887.33 of shares of STRD Stock under the Prior ATM Offering and the balance of $4,133,799,112.67 (the "Unsold STRD Stock") of the $4,200,000,000 of shares of STRD Stock registered for offer and sale in the Prior ATM Offering remained unsold at the termination. The registrant previously paid a filing fee of $632,884.65 with respect to a portion of the Unsold STRD Stock, which is being applied to the registration of shares of STRD Stock pursuant to this prospectus supplement annex in accordance with Rule 457(p) under the Securities Act.

3

On July 7, 2025 the registrant filed a prospectus supplement with the Securities and Exchange Commission under the Registration Statement relating to the offering of shares of its STRD Stock that was able to be issued and sold from time to time under a Sales Agreement, dated July 7, 2025 with the sales agents named therein (the "Prior Sales Agreement", and such offering, the "Prior ATM Offering"). The Prior Sales Agreement and the Prior ATM Offering were terminated effective as of November 4, 2025. Prior to such termination, the registrant had sold $66,200,887.33 of shares of STRD Stock under the Prior ATM Offering and the balance of $4,133,799,112.67 (the "Unsold STRD Stock") of the $4,200,000,000 of shares of STRD Stock registered for offer and sale in the Prior ATM Offering remained unsold at the termination. The registrant previously paid a filing fee of $632,884.65 with respect to a portion of the Unsold STRD Stock, which is being applied to the registration of shares of STRD Stock pursuant to this prospectus supplement annex in accordance with Rule 457(p) under the Securities Act.

Table 3: Combined Prospectuses ☑Not Applicable

Security Type

Security Class Title

Amount of Securities Previously Registered

Maximum Aggregate Offering Price of Securities Previously Registered

Form Type

File Number

Initial Effective Date

N/A N/A N/A N/A N/A N/A N/A N/A