Strategy’s Latest Bitcoin Buy: A Warning Sign for Shareholders?

Strategy has executed its fourth Bitcoin acquisition of January 2026, purchasing 2,932 BTC for approximately $264.1 million. While this reinforces the company’s unwavering commitment to its Bitcoin treasury strategy, a deeper analysis reveals growing structural cracks.

The purchase was funded entirely by selling new shares while the company’s stock trades at a discount to its Bitcoin-backed net asset value (mNAV). This critical shift means the once-accretive model of issuing equity to buy Bitcoin is now showing minimal, if any, benefit to existing shareholders, raising fundamental questions about the long-term sustainability and value creation of its high-profile strategy.

Strategy’s $264M Bitcoin Purchase: Facts and Funding

On January 26th, 2026, Strategy—the enterprise software company that has transformed into the world’s premier corporate Bitcoin holding vehicle—disclosed its latest foray into the crypto market. According to a filing with the U.S. Securities and Exchange Commission (SEC), the company, operating under the name Strategy, acquired 2,932 Bitcoin between January 20th and 25th. The purchase, executed at an average price of $90,061 per BTC, cost approximately $264.1 million. This latest acquisition brings Strategy’s monumental treasury to 712,647 Bitcoin, worth over $54 billion at cost and representing a staggering 3.4% of Bitcoin’s total possible supply.

The headline numbers reinforce the company’s dominant position. However, the** **method of funding this purchase is where the story becomes more complex and, for some analysts, concerning. Strategy did not use operational profits or existing cash reserves. Instead, the entire $264 million was raised by selling new equity. Specifically, the company sold 1,569,770 shares of its common stock (MSTR), generating $257 million in net proceeds, and issued 70,201 shares of its STRC series preferred stock, raising an additional $7 million. This continues a long-established pattern of using capital markets as the engine for Bitcoin accumulation. Yet, the context for this latest equity sale has changed in a way that threatens the core financial logic of the entire strategy.

The Critical Metric: mNAV Slipping Below Parity

To understand why this latest purchase is under scrutiny, one must grasp the concept of Strategy’s “multiple to Net Asset Value” or mNAV. This is the single most important metric for evaluating the efficiency of its Bitcoin acquisition strategy. In simple terms, mNAV compares the company’s stock price to the underlying value of its Bitcoin holdings per share. Historically, MSTR stock has traded at a significant** **premium to this NAV. This premium was the magic ingredient: it allowed the company to issue new, “expensive” shares and use the proceeds to buy more Bitcoin, thereby increasing the Bitcoin backing *each existing share*—a process known as accretion.

The alarming development, as of the January 26th disclosure, is that this premium has vanished. The diluted mNAV is now approximately 0.94x. This means MSTR stock is trading at a 6%** **discount to the Bitcoin it represents. For a company whose entire growth model is predicated on issuing premium-priced equity, this is a fundamental breakdown. Selling shares below NAV is dilutive in a traditional sense; you are selling the company’s assets for less than they are worth. For Strategy, issuing shares while mNAV is below 1.0x risks destroying shareholder value even as it adds more Bitcoin to the treasury. It turns the once-powerful “perpetual motion machine” into a potentially value-eroding mechanism.

Bitcoin Per Share: The Stalling Engine of Value Creation

The ultimate test of Strategy’s strategy is not the total number of Bitcoin it owns, but how much Bitcoin is attributable to each share of stock. This metric, “Bitcoin per diluted share,” is the real measure of whether the accumulation is working for shareholders. The recent data shows this engine is stalling.

A month-over-month comparison reveals a troubling trend. On January 5th, the company held 673,783 BTC with 345.6 million diluted shares outstanding, equating to 0.001949 BTC per share. By January 26th, after aggressive purchasing, holdings rose to 712,647 BTC—an increase of 5.77%. However, diluted shares also ballooned to 364.2 million—an increase of 5.36%. The result? Bitcoin per share inched up to only 0.001957, a marginal increase of just 0.38%.

The Erosion of Shareholder Bitcoin Exposure

• January 5 Baseline: 0.001949 BTC per diluted share.
• January 26 Position: 0.001957 BTC per diluted share.
• Monthly Increase: A mere 0.38%.
• Key Driver: Share count growth (+5.36%) nearly kept pace with Bitcoin growth (+5.77%).
• The Takeaway: The accretive power of the model has almost completely dissipated in the most recent period.

This near-stagnation is the mathematical consequence of funding purchases with equity while the stock trades at or below NAV. The company is adding Bitcoin to the treasury, but it is also adding so many new shares to pay for it that the net benefit to the individual shareholder is negligible. In the most recent weekly purchase window, Bitcoin per share barely moved at all. This signals that the strategy may be reaching a point of diminishing returns, where further buying does not meaningfully increase a shareholder’s underlying Bitcoin exposure.

Deepening Dependence on Capital Markets and Rising Risks

The recent purchase underscores a reality that has been true for years but is now under greater stress: Strategy’s Bitcoin strategy is entirely and irrevocably dependent on favorable conditions in the capital markets. The company has no other significant source of funding for its multi-billion dollar acquisitions. Over the past 19 months, it has raised an estimated $18.56 billion by issuing over 226 million new common shares. The latest buy is simply a continuation of this fully externalized funding model.

What’s new is the growing complexity and potential risk within this dependency. The company is increasingly utilizing preferred stock (like the STRC series used in this purchase) alongside common equity. Preferred stock carries fixed dividend obligations and sits higher in the capital structure than common shares. While it provides a tool to raise money when the common stock is weak, it adds a layer of fixed claims and balance sheet complexity. It represents a shift from pure, “growth-oriented” equity dilution to a structure with more debt-like characteristics. Furthermore, the company has signaled it has tens of billions in potential issuance capacity across various stock programs, indicating an intention to keep this engine running at full throttle regardless of market conditions for MSTR stock itself.

This creates a precarious “double dependency.” The strategy relies on 1) continued investor appetite for its equity to fund purchases, and 2) Bitcoin’s long-term appreciation to justify the entire exercise. If investor appetite wanes (as shown by the mNAV discount) while dilution continues, the model risks becoming purely dilutive, destroying value for common shareholders even if Bitcoin’s price eventually rises. It transforms MSTR from a leveraged Bitcoin bet into a complex capital structure play with multiple potential failure points.

The Bigger Picture: MSCI Reprieve and a Shifting Narrative

This analysis of structural headwinds occurs against a backdrop where Strategy recently won a significant external victory. Earlier in January, global index provider MSCI concluded a review that threatened to reclassify Bitcoin-heavy companies like Strategy as “fund-like” entities, which would have led to their expulsion from major equity indexes. Such an expulsion could have triggered billions in forced selling from passive funds. MSCI decided to maintain the status quo while it studies the issue further, providing a major relief rally for MSTR stock.

This episode highlights the unique and precarious position Strategy occupies. It is judged both as a technology company (for index inclusion) and as a Bitcoin investment vehicle (by the market). The recent mNAV discount suggests the market is currently emphasizing the latter view, and not a favorable one. The narrative is subtly shifting from “Strategy is a brilliant capital allocator creating a unique Bitcoin-backed equity” to “Strategy is a closed-end fund trading at a discount to its underlying asset.” The latter narrative is far less compelling for driving the equity premium necessary to fuel the strategy’s next phase.

For investors, the latest purchase is a clear signal to look beyond the headline BTC number. The question is no longer “Can Strategy buy more Bitcoin?”—it clearly can. The critical questions are now: “At what cost to shareholder value?” and “How long can this model persist if the equity premium does not return?” The efficiency of the famed Saylor playbook is under unprecedented strain, making MSTR a much more nuanced and risky proposition than it was at the height of its premium-trading days.

FAQ

1. What is Strategy’s mNAV and why is it below 1.0 a problem?

mNAV (multiple to Net Asset Value) measures how Strategy’s stock price compares to the value of its Bitcoin holdings per share. A value above 1.0 means the stock trades at a premium; below 1.0 means it trades at a discount. It’s a problem because Strategy’s strategy relies on issuing *premium*-priced shares to fund Bitcoin buys, which increases Bitcoin per share for everyone. Issuing shares at a** **discount can reduce Bitcoin per share, destroying value for existing shareholders even as the company buys more BTC.

2. Did Strategy’s latest Bitcoin purchase actually help shareholders?

Based on the latest data, the benefit to shareholders was minimal. While the company added 2,932 BTC to its treasury, it paid for them by issuing a significant number of new shares. The result was that the amount of Bitcoin backing each existing share (Bitcoin per diluted share) increased by only 0.38% over the month, and was virtually stagnant in the most recent week. This suggests the once-accretive model is losing its effectiveness.

3. How does Strategy fund its massive Bitcoin purchases?

Strategy does not use business profits to buy Bitcoin. It funds purchases almost entirely by selling new equity—both common stock (MSTR) and various series of preferred stock (like STRC). It uses “at-the-market” (ATM) programs to sell these shares directly into the market, then immediately converts the raised U.S. dollars into Bitcoin.

4. What is the risk of Strategy using preferred stock?

Increased use of preferred stock introduces new risks. Preferred shares typically have fixed dividend payments, creating a recurring cash obligation. They also rank senior to common stock in the capital structure, meaning in a liquidation scenario, preferred shareholders get paid before common shareholders. This adds balance sheet complexity and fixed costs that didn’t exist when the company relied solely on common equity issuance.

5. What was the MSCI decision and why did it matter?

MSCI, a major global index provider, was considering reclassifying companies with over 50% of their assets in cryptocurrencies (like Strategy) as “fund-like,” which would have removed them from key stock indexes. This would have forced index-tracking funds (ETFs, mutual funds) to sell billions of dollars worth of MSTR stock. MSCI decided to postpone this change, providing a temporary reprieve and removing a major overhang on the stock price in the short term.