Strive Is Marketing a 15% Bitcoin Preferred. Its Bitcoin Per Share Just Fell
Strive, Inc. (Nasdaq: ASST) has filed to market $500 million of perpetual preferred stock at a fixed 15.00% annual dividend, and the prospectus gives the purpose of its SATA paper in the company’s own words: “enabling Strive to capture the spread between SATA Stock’s financing cost and the potential long term return of bitcoin.” Bitcoin’s trailing five-year annualised return, to its October 10, 2026 close of $82,770.76 USD, is 8.6%.
Two things the headline rate hides decide whether that spread is real: what comparable paper costs, and where the new claim ranks.
The offering is being marketed, not priced
Strive filed a preliminary prospectus supplement on October 13, 2026 under Registration No. 333-290252, stamped “SUBJECT TO COMPLETION, DATED OCTOBER 13, 2026”, and said in a Form 8-K that it “intends to conduct” the offering, “subject to market and other conditions.” No pricing filing had been made as of 8:17 a.m. ET on October 14. Nothing has been raised or sold, and the 15.00% is the rate in the security’s name and the preliminary terms, not a settled coupon.
Nor would $500 million be a cap: Strive intends to start an at-the-market offering of SATS Stock “as soon as reasonably practicable following the listing”, on terms not yet established. The proceeds are not earmarked for coins: the stated use is “general corporate purposes”, naming Bitcoin acquisition alongside working capital, income generating assets, capital expenditures and buybacks of Strive’s own Class A or SATA stock, with management keeping “broad discretion over the allocation”.
What the security promises, and where it ranks
The security is 5,000,000 shares of 15.00% Series A Perpetual SATS Preferred Stock at a $100 stated amount, which would be $500,000,000 gross and $75,000,000 of dividends a year. The liquidation preference starts at $100 and “will not be adjusted to an amount that is less than $100 per share”. Dividends would be payable every business day from November 9, 2026.
The dividend is cumulative, and the description of the SATS terms is blunt: dividends accumulate “at a rate per annum equal to 15.00% on the stated amount thereof, regardless of whether or not declared or funds are legally available for payment”, while payable only “when, as, and if declared”. The board can skip a payment; it does not go away. A blocker runs both ways: failure to pay full SATA dividends bars dividends on SATS, and failure to pay SATS in full bars dividends on “our Class A Common Stock and any other junior securities”.
That preference does not start ratcheting on day one. It resets to the greatest of the $100 stated amount, the prior trading day’s last reported sale price, and the ten-day average of those prices, but the second and third tests only bite once a sale of SATS stock has happened, the at-the-market programme being the obvious route and a resale of shares Strive has acquired counting too. It resets daily, so it can fall back toward $100, though never below it, while the dividend stays fixed to the $100 stated amount.
SATS would rank ahead of both classes of common, but the risk factors say it “will be junior to our SATA Stock, any future senior preferred equity and any future indebtedness”. Strive had 14,030,176 SATA shares outstanding as of October 9, 2026, every one of them ahead of the new paper, and the terms do not restrict it from issuing senior or parity stock later, though it reported “no consolidated indebtedness outstanding” on that date.
What Strategy actually pays to place the same paper
Strategy Inc is the natural benchmark, and the comparable set is narrower than it looks. Note 10 of Strategy’s Form 10-Q for the period ended June 30, 2026 sets out five series, three ruled out on structure alone: Stretch (STRC) pays a variable rate, Stride (STRD) is not cumulative, its dividends “discretionary and not cumulative” where SATS accumulates whether declared or not, and Stream (STRE) is a “Euro-denominated preferred stock instrument” listed in Luxembourg.
Strike (STRK), the 8.00% issue that makes Strategy’s funding look cheapest, fails three ways: it has no stated amount at all; it is the only convertible series, converting at the holder’s option into “0.1 shares of class A common stock”; and its dividends may be settled in “Cash, class A common stock, or a combination of both”. Strive’s SATS “will not be convertible into or exchangeable for any other securities or property”, so that 8.00% never described the same instrument.
Four axes match between Strife (STRF) and SATS: both are US dollar paper on a $100.00 stated amount, both cumulative, and neither carries a conversion right. STRF was struck at $85.00 a share in its underwritten offering, 11.76% on that stated amount.
| Series | Coupon | Stated amount | Cumulative | IPO price | Yield on stated amount |
|---|---|---|---|---|---|
| STRF | 10.00% | $100.00 | Yes | $85.00 | 11.76% |
| STRD | 10.00% | $100.00 | No | $85.00 | 11.76% |
| STRK | 8.00% | n/a | Yes | $80.00 | n/a |
| STRE | 10.00% | EUR100.00 | Yes | EUR80.00 | 12.50% |
| STRC | Variable | $100.00 | Yes | $90.00 | n/a |
Those five issue prices tie exactly to the net proceeds Strategy filed for each series. They are new-issue prices from offerings struck in 2025, though, and not what Strategy has placed paper at since.
| Series | Period | Shares placed | Net proceeds | Net per share | Effective cost |
|---|---|---|---|---|---|
| STRF | Quarter ended June 30, 2025 | 1,566,750 | $163.0 million | $104.06 | 9.61% |
| STRC | Six months ended June 30, 2026 | 75,307,642 | $7.52 billion | $99.83 | n/a |
Those are net proceeds per share over the stated periods, not market prices. In sequence: STRF was underwritten at $85.00 in 2025, then placed through the at-the-market programme at $104.06 in the quarter ended June 30, 2025, above its stated amount, with none placed in the six months to June 30, 2026; STRC was placed at $99.83 across the first half of 2026, its rate 11.50% per annum for the month ended June 30, 2026 and raised to 12.00% from July 1, after every share in that count.
Stand Strive’s 15.00% against STRF, the one structurally comparable series, and the gap is roughly 320 to 540 basis points: 324 against its 11.76% underwritten cost, 539 against the 9.61% it later placed at. Strive’s own row is blank, its price table reading “Public offering price $ $”, so its cost is not yet fixed.
Strategy raised what it pays once across these filings. On June 29, 2026 it announced it would “increase the regular dividend rate per annum on our STRC Stock to 12.00%”, effective for record dates on or after July 1, 2026. The filing says why: “Dividend rate adjustments are one of several tools available to us to encourage STRC to trade near its targeted range of $99-$100.” Management does not intend to recommend a change from 12.00% “until STRC Stock demonstrates sustained trading at or near its $100 stated amount”, while also saying it will not necessarily raise the rate merely because STRC trades below $100.
Strive owns some of that paper, holding 505,000 STRC shares at a $50.328 million fair value as of October 9. Its own buying in the week to October 9 is under water: 3,311 BTC at approximately $84,500 each including fees is down about 1.65%, or roughly $4.6 million, against $83,102.70 USD this morning.
Perpetual is not permanent, and the exit is the Strategy playbook
Perpetual means no maturity date, not no end. There are three routes out, two of them Strive’s. It may redeem all of the SATS Stock for cash “at any time” once the shares outstanding fall below 25% of those “originally issued in this offering and in any future offering taken together”, and it holds the same right on a defined “tax event”. The third runs the other way: after a fundamental change, holders “will have the right … to require us to repurchase”.
The first of those is a strategy rather than a switch: to use it, Strive would have to buy roughly three quarters of the issue back in the open market and then call the stub. That is the playbook we documented in September, when Strategy spent $1.12 billion between late June and September 20 retiring STRC while its Bitcoin holdings stood at 846,000 coins at both ends, per its own Forms 8-K.
The coupon is to be funded by selling more securities
At the closing, Strive says, it intends to increase its existing dividend reserve by $22.50 a share, an amount equal to the first 18 months of dividends, or $112,500,000 across 5,000,000 shares and 22.5% of the gross raise, funded “with a combination of existing cash on hand and securities held by us”. For scale, that is 36.3% of the $310.3 million of cash and cash equivalents Strive reported as of October 9, 2026.
Nothing is set aside for the principal. The certificate of designation “will not contain any provision requiring funds to be set aside to protect the liquidation preference”, and the consequence is stated plainly: “we may have no assets or funds available for payment on the SATS Stock upon our liquidation”.
The difference from Strategy is scale and mandate rather than method. Strategy’s board requires a “USD Reserve” holding “at least 12 months of our current expected annual preferred stock dividend payments and interest expense”, and it held $2.40 billion on June 30, 2026 and $3.75 billion on July 24, 2026 against about $1.76 billion of expected annual dividends and interest, which the filing puts at “approximately 16 months and 26 months, respectively”. The July figure includes unsettled ATM proceeds, and Strategy tops that reserve up from issuance too, “through a combination of sales under our ATMs and through sales of bitcoin”.
After the reserve, the plan is not cash. Following the 18-month period, the filing says, Strive expects to fund cash dividends “primarily through additional capital raising activities, including, but not limited to, at-the-market offerings of our securities.”
That splits the question in two. A common holder needs Bitcoin to clear 15.00% a year. A preferred buyer needs a company with 14,030,176 SATA shares ahead of it, a plan to fund the coupon from future equity sales, and a risk factor headed “We may not have sufficient funds to pay dividends in cash on the SATS Stock” to be good for 15.00% in perpetuity.
Whether Bitcoin clears 15% a year depends on which years you count
We ran the hurdle against the record. Prices are Yahoo Finance BTC-USD daily closes, 4,407 rows from September 17, 2014 to October 10, 2026. Measured to that October 10 close, Bitcoin returned -26.9% over one year and +45.5% a year over three, against +8.6% a year over five.
On forward rolling windows, the share beating 15.00% annualised and the median annualised return:
| Horizon | Full history | From 2018 | From 2021 |
|---|---|---|---|
| 1 year | 68.7% beat, median +71.7% (4,042 windows) | 60.9%, +40.6% (2,840) | 51.0%, +18.2% (1,744) |
| 3 years | 92.3% beat, median +64.4% (3,312) | 88.6%, +39.5% (2,110) | 76.5%, +32.6% (1,014) |
| 5 years | 88.4% beat, median +62.2% (2,581) | 81.3%, +41.8% (1,379) | 18.0%, +10.3% (283) |
Two warnings cut against both halves of that grid. The windows overlap and are not independent trials: the 283 five-year windows from 2021 starts all begin between January and October 2021, one episode of buying into the 2021 bull market and holding to 2026, and the 1,014 three-year windows are barely better, their starts spread over about 2.8 years against a three-year horizon. The full-history column leans on 2014 to 2017, when the asset was a fraction of its current size.
Both halves are real. The three-year column from 2021 starts is the issuer’s case and a strong one, clearing the hurdle in about three windows out of four with only 0.6% losing money. The five-year cell from those same starts is not, though none of those windows lost money. Which years you admit to the sample decides the answer, and because the obligation has no maturity, the horizon that matters is the long one, where the sample is thinnest.
Bitcoin per share is the number that decides it
Strive names the metric itself. The prospectus describes the September 2025 Asset Entities merger as creating a company whose primary objectives are “to (i) accumulate bitcoin; (ii) increase bitcoin-per-share; and (iii) outperform bitcoin over the long run … as the hurdle rate”. So Strive measures itself against Bitcoin’s return while contracting to pay 15.00% fixed in US dollars. Two hurdles, and only one is contractual.
The contractual one is small but permanent. At $83,102.70 USD, $75,000,000 a year is 2.75% of the 32,773-coin stack, and would be 2.33% of the 38,790 coins Strive would hold if the raise landed and every dollar of it bought coins.
The October 13 Form 8-K lets anyone check objective (ii) for the first week of this month. On October 2, 2026, 29,462 coins on 100,938,986 effective common shares was 0.00029188 BTC per share; on October 9, 32,773 coins on 110,387,204 effective shares was 0.00029689. Coins rose 11.2%, the effective share count 9.4%, and Bitcoin per share 1.7%. That arithmetic is what our ranking of Canadian crypto stocks on Bitcoin per share is built on.
The four days after went the other way. A Form 8-K filed this morning reports that between October 12 and October 13 Strive bought 2,822 bitcoin at approximately $83,266 each, inclusive of fees and expenses, taking the stack to 35,595 coins, a rise of 8.61%. The same filing reports 273,493,909 traditional warrants exercised into 13,674,703 Class A shares for expected gross proceeds of $369.2 million. Those warrant shares alone are 12.39% of the effective share count reported for October 9. Coins up 8.61% against a share count up at least 12.39% means Bitcoin per share fell by at least 3.36% over those four days. On the purchases Strive has reported, that is a floor rather than an estimate: the warrant shares establish the share growth on their own, so any further issuance makes the fall larger.
Up 1.7% in the week to October 9, then down at least 3.36% in the four days to October 13, immediately before the company began marketing a 15.00% perpetual. One thing in the same filing cuts Strive’s way: no traditional warrants issued in connection with its PIPE transaction remain outstanding, against the 15,255,900 warrant shares the October 13 filing had shown exercisable as of October 9.
A common shareholder owns the coins minus everything ranking above them, and after this offering the filing expects that queue to run 14,030,176 SATA shares, then 5,000,000 SATS shares with a cumulative 15.00% claim, ahead of 101,169,907 Class A and 9,217,297 Class B shares. At $83,102.70 USD, $500,000,000 would buy 6,016.7 BTC at most, assuming every gross dollar went to Bitcoin. Buying exposure through a treasury company’s common stock means buying the coins and the stack above them. Buying the coins directly, or through a spot vehicle, means buying neither.
Bitcoin was at $83,102.70 USD, or $118,150.30 CAD, up 0.01%, and Ethereum at $2,482.94 USD, or $3,540.74 CAD, down 0.55%, on an early-morning Yahoo Finance reading taken at 6:05 a.m. ET on October 14, 2026 rather than a close.
Disclaimer: The content on bestcanadianstocks.ca is for informational and entertainment purposes only and does not constitute financial advice. Past performance is not indicative of future results. Always consult a qualified financial advisor before making investment decisions. Deal terms from Strive, Inc.’s preliminary prospectus supplement and Forms 8-K filed October 13 and October 14, 2026, and preferred-share terms, issue prices and placement data from Strategy Inc’s Form 10-Q for the period ended June 30, 2026. Bitcoin and Ethereum quotes are an early-morning reading taken at 6:05 a.m. ET on October 14, 2026, not a close. Return history is measured to the October 10, 2026 daily close.
