0000950170-24-022063.txt : 20240228 0000950170-24-022063.hdr.sgml : 20240228 20240228160628 ACCESSION NUMBER: 0000950170-24-022063 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240227 FILED AS OF DATE: 20240228 DATE AS OF CHANGE: 20240228 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: 24695250 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 2024-02-27 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 2024-02-27 4 M false 5000 121.43 A 5000 D Class A Common Stock 2024-02-27 4 S false 100 849.98 D 4900 D Class A Common Stock 2024-02-27 4 S false 100 851.12 D 4800 D Class A Common Stock 2024-02-27 4 S false 200 852.32 D 4600 D Class A Common Stock 2024-02-27 4 S false 100 853.77 D 4500 D Class A Common Stock 2024-02-27 4 S false 170 856.56 D 4330 D Class A Common Stock 2024-02-27 4 S false 302 857.69 D 4028 D Class A Common Stock 2024-02-27 4 S false 200 858.00 D 3828 D Class A Common Stock 2024-02-27 4 S false 252 859.68 D 3576 D Class A Common Stock 2024-02-27 4 S false 100 860.00 D 3476 D Class A Common Stock 2024-02-27 4 S false 100 861.00 D 3376 D Class A Common Stock 2024-02-27 4 S false 200 862.43 D 3176 D Class A Common Stock 2024-02-27 4 S false 378 863.39 D 2798 D Class A Common Stock 2024-02-27 4 S false 60 866.27 D 2738 D Class A Common Stock 2024-02-27 4 S false 700 868.28 D 2038 D Class A Common Stock 2024-02-27 4 S false 100 869.97 D 1938 D Class A Common Stock 2024-02-27 4 S false 148 870.13 D 1790 D Class A Common Stock 2024-02-27 4 S false 238 871.73 D 1552 D Class A Common Stock 2024-02-27 4 S false 300 872.34 D 1252 D Class A Common Stock 2024-02-27 4 S false 148 873.18 D 1104 D Class A Common Stock 2024-02-27 4 S false 100 874.78 D 1004 D Class A Common Stock 2024-02-27 4 S false 141 875.88 D 863 D Class A Common Stock 2024-02-27 4 S false 100 876.94 D 763 D Class A Common Stock 2024-02-27 4 S false 212 877.64 D 551 D Class A Common Stock 2024-02-27 4 S false 100 878.00 D 451 D Class A Common Stock 2024-02-27 4 S false 120 879.73 D 331 D Class A Common Stock 2024-02-27 4 S false 43 880.50 D 288 D Class A Common Stock 2024-02-27 4 S false 110 881.78 D 178 D Class A Common Stock 2024-02-27 4 S false 134 882.03 D 44 D Class A Common Stock 2024-02-27 4 S false 44 883.46 D 0 D Employee Stock Option (Right to buy) 121.43 2024-02-27 4 M false 5000 0 D 2024-04-30 Class A Common Stock 5000 205000 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 $852.00 to $852.64, 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 $856.35 to $856.71, 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 $857.09 to $857.99, 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 $859.41 to $859.96, 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 $862.28 to $862.57, 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 $863.00 to $863.87, 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 $866.10 to $866.74, 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 $868.00 to $868.88, 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 $870.00 to $870.40, 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 $871.26 to $871.88, 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 $872.33 to $872.36, 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 $873.00 to $873.56, 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 $875.61 to $875.99, 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 $877.18 to $877.94, 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 $879.62 to $879.88, 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 $881.54 to $881.92, 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 $882.00 to $882.13, 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 2024-02-28