0000950170-24-017100.txt : 20240220 0000950170-24-017100.hdr.sgml : 20240220 20240220160615 ACCESSION NUMBER: 0000950170-24-017100 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240216 FILED AS OF DATE: 20240220 DATE AS OF CHANGE: 20240220 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: 24653253 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 2024-02-16 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 2024-02-16 4 M false 5000 121.43 A 5000 D Class A Common Stock 2024-02-16 4 S false 109 691.11 D 4891 D Class A Common Stock 2024-02-16 4 S false 398 693.25 D 4493 D Class A Common Stock 2024-02-16 4 S false 215 694.55 D 4278 D Class A Common Stock 2024-02-16 4 S false 198 695.79 D 4080 D Class A Common Stock 2024-02-16 4 S false 121 696.36 D 3959 D Class A Common Stock 2024-02-16 4 S false 218 697.50 D 3741 D Class A Common Stock 2024-02-16 4 S false 32 698.02 D 3709 D Class A Common Stock 2024-02-16 4 S false 216 699.54 D 3493 D Class A Common Stock 2024-02-16 4 S false 45 700.34 D 3448 D Class A Common Stock 2024-02-16 4 S false 33 701.35 D 3415 D Class A Common Stock 2024-02-16 4 S false 44 702.82 D 3371 D Class A Common Stock 2024-02-16 4 S false 332 704.63 D 3039 D Class A Common Stock 2024-02-16 4 S false 87 705.58 D 2952 D Class A Common Stock 2024-02-16 4 S false 600 706.43 D 2352 D Class A Common Stock 2024-02-16 4 S false 200 708.04 D 2152 D Class A Common Stock 2024-02-16 4 S false 300 710.01 D 1852 D Class A Common Stock 2024-02-16 4 S false 100 711.00 D 1752 D Class A Common Stock 2024-02-16 4 S false 100 712.00 D 1652 D Class A Common Stock 2024-02-16 4 S false 300 713.14 D 1352 D Class A Common Stock 2024-02-16 4 S false 200 714.26 D 1152 D Class A Common Stock 2024-02-16 4 S false 100 715.57 D 1052 D Class A Common Stock 2024-02-16 4 S false 100 716.83 D 952 D Class A Common Stock 2024-02-16 4 S false 200 717.50 D 752 D Class A Common Stock 2024-02-16 4 S false 100 718.00 D 652 D Class A Common Stock 2024-02-16 4 S false 100 720.92 D 552 D Class A Common Stock 2024-02-16 4 S false 100 730.98 D 452 D Class A Common Stock 2024-02-16 4 S false 52 735.00 D 400 D Class A Common Stock 2024-02-16 4 S false 100 736.93 D 300 D Class A Common Stock 2024-02-16 4 S false 300 737.42 D 0 D Employee Stock Option (Right to buy) 121.43 2024-02-16 4 M false 5000 0 D 2024-04-30 Class A Common Stock 5000 235000 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 $690.83 to $691.17, 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 $692.97 to $693.72, 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 $694.48 to $694.77, 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 $695.59 to $695.92, 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 $696.02 to $696.67, 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 reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $697.03 to $697.78, 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 $699.20 to $699.94, 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 $704.14 to $704.92, 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 $705.46 to $705.70 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 $706.21 to $706.51, 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 $707.64 to $708.43, 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 $710.01 to $710.02, 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 $713.05 to $713.33, 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 $714.00 to $714.52, 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 $717.00 to $717.99, 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 $737.41 to $737.42, 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. /s/ Joseph Phillips, Attorney-in-Fact 2024-02-20