Redeemable Preferred Stock (Tables)

6 Months Ended

Jun. 30, 2025

Summary of Provisions of Preferred Stock and Initial Offerings of Preferred Stock

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


	STRK Stock			STRF Stock			STRD Stock
Trading Symbol on NASDAQ	STRK			STRF			STRD
Initial Issuance Date	February 5, 2025			March 25, 2025			June 10, 2025
Initial Shares Issued		7,300,000			8,500,000			11,764,700
Initial Public Offering Price	$80.00 per share			$85.00 per share			$85.00 per share
Initial Net Proceeds (in thousands)	$	563,226		$	710,873		$	979,486
Initial Issuance Costs (in thousands)	$	20,774		$	11,627		$	20,514
Shares Issued as of June 30, 2025		12,201,367			10,066,750			11,764,700
Par Value Per Share	$	0.001		$	0.001		$	0.001
Liquidation Preference Per Share as of June 30, 2025 (1)	$	100.00		$	105.30		$	100.00
Stated Amount	n/a			$	100.00		$	100.00
Dividend Rate Per Annum		8	%		10	%		10	%
Cumulative Dividends	Yes			Yes			No
Dividend Payment Method	Cash, class A common stock, or a combination of both			Cash			Cash
Conversion Privilege	Convertible to class A common stock at any time			None			None
Initial Conversion Rate	0.1 shares of class A common stock per share of STRK Stock			n/a			n/a
Redemption Rights (2)	Yes			Yes			Yes
Repurchase Rights (3)	Yes, upon a fundamental change			Yes, upon a fundamental change			Yes, upon a fundamental change
Board Rights (4)	Yes			Yes			No

(1)

The liquidation preference per share of the STRF Stock and STRD Stock will generally approximate its trading price with a floor of $100. As of June 30, 2025, the liquidation preference per share of the STRK Stock was $100. See Note 14, Subsequent Events—Amendment to STRK Stock, and Note 6, Commitments and Contingencies – Shareholder and Derivative Actions.

(2)

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.

(3)

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 (subject to a limited exception) 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.

(4)

Holders of 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).