SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Adkisson Kevin

(Last)

(First)

(Middle)

C/O MICROSTRATEGY INCORPORATED

1850 TOWERS CRESCENT PLAZA

(Street)

TYSONS CORNER

22182

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2022

3. Issuer Name and Ticker or Trading Symbol
MICROSTRATEGY Inc [ MSTR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SEVP & CRO

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	111	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Employee Stock Option (Right to buy)	⁽¹⁾	11/22/2029	Class A Common Stock	5,625	$151.6	D
Employee Stock Option (Right to buy)	⁽²⁾	07/31/2030	Class A Common Stock	9,375	$123.92	D
Employee Stock Option (Right to buy)	⁽³⁾	02/23/2031	Class A Common Stock	7,500	$691.23	D
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	Class A Common Stock	600	$0.00	D
Restricted Stock Units	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	40	$0.00	D

Explanation of Responses:

1. Of the remaining 5,625 shares subject to this option, 1,875 shares are scheduled to vest on November 22, 2022, 1,875 shares are scheduled to vest on November 22, 2023, and 1,875 shares are scheduled to vest on November 22, 2024.

2. Of the remaining 9,375 shares subject to this option, 3,125 shares are scheduled to vest on July 31, 2022, 3,125 shares are scheduled to vest on July 31, 2023, and 3,125 shares are scheduled to vest on July 31, 2024.

3. Of the 7,500 shares subject to this option, 1,875 shares are scheduled to vest on February 23, 2022, 1,875 shares are scheduled to vest on February 23, 2023, and 1,875 shares are scheduled to vest on February 23, 2024.

4. The remaining 600 restricted stock units will vest in equal annual installments over a three-year period, with 200 restricted stock units vesting on November 13, 2022, 200 restricted stock units vesting on November 13, 2023, and 200 restricted stock units vesting on November 13, 2024.

5. The restricted stock units will vest in equal annual installments over a four-year period, with the first 25% of the restricted stock units vesting on November 15, 2022 and an additional 25% vesting on each anniversary thereafter until fully vested.

Remarks:

	/s/ Kevin Adkisson	01/12/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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