0000950170-24-024819.txt : 20240304 0000950170-24-024819.hdr.sgml : 20240304 20240304160609 ACCESSION NUMBER: 0000950170-24-024819 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240301 FILED AS OF DATE: 20240304 DATE AS OF CHANGE: 20240304 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: 24714995 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 2024-03-01 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 2024-03-01 4 M false 5000 121.43 A 5000 D Class A Common Stock 2024-03-01 4 S false 39 996.00 D 4961 D Class A Common Stock 2024-03-01 4 S false 500 998.00 D 4461 D Class A Common Stock 2024-03-01 4 S false 100 999.00 D 4361 D Class A Common Stock 2024-03-01 4 S false 200 1007.38 D 4161 D Class A Common Stock 2024-03-01 4 S false 100 1015.25 D 4061 D Class A Common Stock 2024-03-01 4 S false 100 1019.55 D 3961 D Class A Common Stock 2024-03-01 4 S false 100 1020.04 D 3861 D Class A Common Stock 2024-03-01 4 S false 300 1022.00 D 3561 D Class A Common Stock 2024-03-01 4 S false 100 1023.13 D 3461 D Class A Common Stock 2024-03-01 4 S false 200 1024.26 D 3261 D Class A Common Stock 2024-03-01 4 S false 200 1025.47 D 3061 D Class A Common Stock 2024-03-01 4 S false 100 1027.88 D 2961 D Class A Common Stock 2024-03-01 4 S false 200 1028.00 D 2761 D Class A Common Stock 2024-03-01 4 S false 200 1029.00 D 2561 D Class A Common Stock 2024-03-01 4 S false 100 1030.90 D 2461 D Class A Common Stock 2024-03-01 4 S false 200 1031.45 D 2261 D Class A Common Stock 2024-03-01 4 S false 500 1032.66 D 1761 D Class A Common Stock 2024-03-01 4 S false 31 1034.53 D 1730 D Class A Common Stock 2024-03-01 4 S false 184 1035.52 D 1546 D Class A Common Stock 2024-03-01 4 S false 157 1037.54 D 1389 D Class A Common Stock 2024-03-01 4 S false 100 1039.78 D 1289 D Class A Common Stock 2024-03-01 4 S false 400 1040.47 D 889 D Class A Common Stock 2024-03-01 4 S false 134 1043.15 D 755 D Class A Common Stock 2024-03-01 4 S false 128 1044.18 D 627 D Class A Common Stock 2024-03-01 4 S false 18 1045.57 D 609 D Class A Common Stock 2024-03-01 4 S false 29 1046.01 D 580 D Class A Common Stock 2024-03-01 4 S false 324 1047.29 D 256 D Class A Common Stock 2024-03-01 4 S false 100 1049.66 D 156 D Class A Common Stock 2024-03-01 4 S false 156 1079.27 D 0 D Employee Stock Option (Right to buy) 121.43 2024-03-01 4 M false 5000 0 D 2024-04-30 Class A Common Stock 5000 190000 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 $997.41 to $998.15, 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 $1,006.99 to $1,007.77, 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 $1,024.00 to $1,024.51, 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 $1,025.00 to $1,025.94, 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 $1,031.43 to $1,031.47, 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 $1,032.18 to $1,032.96 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 $1,035.24 to $1,035.84, 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 $1,037.45 to $1,037.80, 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 $1,040.00 to $1,040.97, 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 $1,043.05 to $1,043.46, 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 $1,044.06 to $1,044.61, 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 $1,047.00 to $1,047.91, 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 $1,079.08 to $1,079.39, 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 2024-03-04