0000950170-24-015874.txt : 20240215 0000950170-24-015874.hdr.sgml : 20240215 20240215160811 ACCESSION NUMBER: 0000950170-24-015874 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240214 FILED AS OF DATE: 20240215 DATE AS OF CHANGE: 20240215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SAYLOR MICHAEL J CENTRAL INDEX KEY: 0001079782 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24435 FILM NUMBER: 24643861 MAIL ADDRESS: STREET 1: MICROSTRATEGY INCORPORATED STREET 2: 1850 TOWERS CRESCENT PLAZA CITY: TYSONS CORNER STATE: VA ZIP: 22182 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MICROSTRATEGY Inc CENTRAL INDEX KEY: 0001050446 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] ORGANIZATION NAME: 06 Technology IRS NUMBER: 510323571 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1850 TOWERS CRESCENT PLAZA CITY: TYSONS CORNER STATE: VA ZIP: 22182 BUSINESS PHONE: 703-848-8600 MAIL ADDRESS: STREET 1: 1850 TOWERS CRESCENT PLAZA CITY: TYSONS CORNER STATE: VA ZIP: 22182 FORMER COMPANY: FORMER CONFORMED NAME: MICROSTRATEGY INC DATE OF NAME CHANGE: 19971126 4 1 ownership.xml 4 X0508 4 2024-02-14 0001050446 MICROSTRATEGY Inc MSTR 0001079782 SAYLOR MICHAEL J C/O MICROSTRATEGY INCORPORATED 1850 TOWERS CRESCENT PLAZA TYSONS CORNER VA 22182 true true true false Executive Chairman true Class A Common Stock 2024-02-14 4 M false 5000 121.43 A 5000 D Class A Common Stock 2024-02-14 4 S false 42 736.84 D 4958 D Class A Common Stock 2024-02-14 4 S false 107 737.68 D 4851 D Class A Common Stock 2024-02-14 4 S false 87 738.63 D 4764 D Class A Common Stock 2024-02-14 4 S false 500 739.84 D 4264 D Class A Common Stock 2024-02-14 4 S false 89 742.93 D 4175 D Class A Common Stock 2024-02-14 4 S false 56 744.00 D 4119 D Class A Common Stock 2024-02-14 4 S false 44 744.78 D 4075 D Class A Common Stock 2024-02-14 4 S false 42 745.44 D 4033 D Class A Common Stock 2024-02-14 4 S false 66 746.74 D 3967 D Class A Common Stock 2024-02-14 4 S false 153 747.75 D 3814 D Class A Common Stock 2024-02-14 4 S false 106 748.74 D 3708 D Class A Common Stock 2024-02-14 4 S false 55 749.05 D 3653 D Class A Common Stock 2024-02-14 4 S false 129 751.59 D 3524 D Class A Common Stock 2024-02-14 4 S false 133 752.50 D 3391 D Class A Common Stock 2024-02-14 4 S false 102 753.28 D 3289 D Class A Common Stock 2024-02-14 4 S false 29 754.17 D 3260 D Class A Common Stock 2024-02-14 4 S false 363 755.52 D 2897 D Class A Common Stock 2024-02-14 4 S false 335 756.45 D 2562 D Class A Common Stock 2024-02-14 4 S false 48 757.35 D 2514 D Class A Common Stock 2024-02-14 4 S false 29 758.50 D 2485 D Class A Common Stock 2024-02-14 4 S false 289 759.58 D 2196 D Class A Common Stock 2024-02-14 4 S false 175 760.29 D 2021 D Class A Common Stock 2024-02-14 4 S false 103 761.16 D 1918 D Class A Common Stock 2024-02-14 4 S false 54 762.66 D 1864 D Class A Common Stock 2024-02-14 4 S false 103 764.32 D 1761 D Class A Common Stock 2024-02-14 4 S false 79 765.76 D 1682 D Class A Common Stock 2024-02-14 4 S false 326 766.47 D 1356 D Class A Common Stock 2024-02-14 4 S false 303 767.32 D 1053 D Class A Common Stock 2024-02-14 4 S false 116 768.57 D 937 D Employee Stock Option (Right to buy) 121.43 2024-02-14 4 M false 5000 0 D 2024-04-30 Class A Common Stock 5000 245000 D Class B Common Stock Class A Common Stock 1961668 1961668 I Shares owned by LLC This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 19, 2023. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $737.57 to $737.77, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $747.49 to $747.98, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $748.53 to $748.95, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $751.40 to $751.94, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $752.34 to $752.88, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $753.22 to $753.31, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $755.20 to $755.92, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $756.10 to $756.95, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $759.29 to $759.97, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $760.03 to $760.52, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $761.08 to $761.28, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $764.01 to $764.73, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $765.70 to $765.89, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $766.00 to $766.88, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $767.00 to $767.87, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $768.48 to $768.67, inclusive. The reporting person undertakes to provide to MicroStrategy Incorporated, any security holder of MicroStrategy Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote. The option vested in four equal installments on April 30, 2015, 2016, 2017 and 2018. The option is fully vested and exercisable. Shares of Class B Common Stock are convertible immediately upon receipt into shares of Class A Common Stock on a 1-for-1 basis and have no expiration date. Shares that are indicated as being "owned by LLC" are owned directly by Alcantara LLC (the "LLC"), and indirectly by Mr. Saylor as the sole member of the LLC. Because there are more than 30 rows associated with the reporting person's transactions that occurred on February 14, 2024, and EDGAR will not allow for the entry of more than 30 rows on a single Form 4, this Form 4 is being filed in conjunction with a second Form 4 by the reporting person. The two Forms 4 filed by the reporting person on the date hereof should be read together as one consolidated filing. /s/ Joseph Phillips, Attorney-in-Fact 2024-02-15