Redeemable Preferred Stock (Tables)

9 Months Ended

Sep. 30, 2025

Summary of Key Terms and Provisions of Preferred Stock

The following table summarizes the key terms and provisions of each series of Preferred Stock, and information relating to each series of Preferred Stock as of September 30, 2025. The summaries below are qualified in their entirety by the full text of the applicable certificate of designations.


	STRF Stock			STRC Stock			STRK Stock			STRD Stock
Trading Symbol on NASDAQ	STRF			STRC			STRK			STRD
Initial Issuance Date	March 25, 2025			July 29, 2025			February 5, 2025			June 10, 2025
Initial Shares Issued		8,500,000			28,011,111			7,300,000			11,764,700
Initial Public Offering Price	$85.00 per share			$90.00 per share			$80.00 per share			$85.00 per share
Initial Net Proceeds (in thousands)	$	710,873		$	2,473,800		$	563,226		$	979,486
Initial Issuance Costs (in thousands)	$	11,627		$	47,200		$	20,774		$	20,514
Shares Issued as of September 30, 2025		11,948,292			28,011,111			13,605,866			12,322,141
Par Value Per Share	$	0.001		$	0.001		$	0.001		$	0.001
Liquidation Preference Per Share as of September 30, 2025 (1)	$	111.49		$	100.00		$	100.00		$	100.00
Stated Amount	$	100.00		$	100.00		n/a			$	100.00
Dividend Rate Per Annum as of September 30, 2025 (2)		10	%		10	%		8	%		10	%
Cumulative Dividends	Yes			Yes			Yes			No
Dividend Payment Method	Cash			Cash			Cash, class A common stock, or a combination of both			Cash
Conversion Privilege	None			None			Convertible to class A common stock at any time			None
Initial Conversion Rate	n/a			n/a			0.1 shares of class A common stock per share of STRK Stock			n/a
Redemption Rights (3)	Yes			Yes			Yes			Yes
Repurchase Rights (4)	Yes, upon a fundamental change			Yes, upon a fundamental change			Yes, upon a fundamental change			Yes, upon a fundamental change
Board Rights (5)	Yes			No			Yes			No

(1)

The liquidation preference per share of STRF Stock, STRC Stock and STRD Stock generally approximates to the greater of the trading price per share of the applicable series of Preferred Stock or $100 as set forth in the applicable certificate of designations. As of September 30, 2025, the liquidation preference per share of STRK Stock was $100.00. See Note 6, Commitments and Contingencies – Contingencies - Shareholder and Derivative Actions - Dodge Class Action for additional information.

(2)

Shares of STRC Stock accumulate cumulative dividends at a variable rate per annum on the stated amount thereof. The monthly regular dividend rate per annum on STRC Stock for the month ended September 30, 2025 was 10.00%. On September 30, 2025, the Company increased the monthly regular dividend rate per annum on STRC Stock from 10.00% to 10.25% effective for monthly periods commencing on or after October 1, 2025. See Note 14, Subsequent Events, for additional information.

(3)

As set forth in the applicable certificate of designations, upon the occurrence of certain events, the Company will have the right, at its election, to redeem all, and not less than all, of the applicable series of Preferred Stock for cash at a redemption price calculated in accordance with the applicable certificate of designations. The Company also has the right, to redeem (subject to certain limitations set forth in the STRC Stock certificate of designations) all or any whole number of issued and outstanding shares of STRC Stock at any time, and from time to time, on any redemption date, at a cash redemption price per share of $101 (or such higher amount as may be chosen in the Company’s sole discretion), plus accumulated and unpaid regular dividends, if any, thereon to, and including, the redemption date.

(4)

If a “Fundamental Change” (as defined in the applicable certificate of designations) occurs, then (subject to a limited exception in the case of STRK Stock), holders of each series of Preferred Stock will have the right to require the Company to repurchase

some or all of their shares of the applicable series of Preferred Stock for cash at a repurchase price calculated in accordance with the applicable certificate of designations.

(5)

Holders of STRC Stock and STRD Stock do not have the right to elect any directors to the Company’s board of directors upon non-payment of regular dividends. However, with respect to STRK Stock and STRF Stock, if (in each case, subject to the applicable certificate of designations) less than the full amount of accumulated and unpaid regular dividends on the applicable series of Preferred Stock have been declared and paid by the following regular dividend payment date in respect of each of (i) four or more consecutive regular dividend payment dates; and (ii) eight or more consecutive regular dividend payment dates, then, in each case, subject to certain limitations, the authorized number of the Company’s directors will automatically increase by one (or the Company will vacate the office of one of its directors) and the holders of the applicable series of Preferred Stock, voting together as a single class with the holders of each class or series of “Voting Parity Stock” (as defined in the applicable certificate of designations) with similar voting rights that are then exercisable, will have the right to elect one director to fill such directorship at the Company’s next annual meeting of stockholders (or, if earlier, at a special meeting of the Company’s stockholders called for such purpose). If, thereafter, all accumulated and unpaid regular dividends on the outstanding shares of the applicable series of Preferred Stock have been paid in full, then this right will terminate. Upon the termination of such right with respect to the applicable series of Preferred Stock and all other outstanding Voting Parity Stock, if any, the term of office of each person then serving as a director pursuant to this right will immediately and automatically terminate (and, if the authorized number of the Company’s directors was increased by one or two, as applicable, in connection with such election, then the authorized number of the Company’s directors will automatically decrease by one or two, as applicable).

Summary of Dividend Declared and Paid

During the three months ended September 30, 2025, the Company declared and paid the following dividends to the applicable stockholders of record as of 5:00 p.m., New York City time, on the applicable record date:


Preferred Stock	Ticker	Period	Record Date	Dividend Payment Date	Dividend Rate Per Annum	Cash Dividend Per Share			Cash Dividends Paid (in millions)
STRF Stock	STRF	Quarter ended September 30, 2025	September 15, 2025	September 30, 2025	10.00%	$	2.50		$	29.18
STRC Stock	STRC	Month ended August 31, 2025	August 15, 2025	August 31, 2025	9.00%	$	0.80	(1)	$	22.41
STRC Stock	STRC	Month ended September 30, 2025	September 15, 2025	September 30, 2025	10.00%	$	0.833333333		$	23.34
STRK Stock	STRK	Quarter ended September 30, 2025	September 15, 2025	September 30, 2025	8.00%	$	2.00		$	27.21
STRD Stock	STRD	Quarter ended September 30, 2025	September 15, 2025	September 30, 2025	10.00%	$	3.055555556	(2)	$	37.64
					Total Cash Dividends Paid				$	139.78

(1)

The calculation of the monthly dividend for shares of STRC Stock for the month ended August 31, 2025 took into account the dividend accrued from, and including, July 29, 2025, the initial issuance date of STRC Stock.

(2)

The calculation of the quarterly dividend for shares of STRD Stock for the quarter ended September 30, 2025 took into account the dividend accrued from, and including, June 10, 2025, the initial issuance date of STRD Stock.