0000950170-24-027940.txt : 20240307 0000950170-24-027940.hdr.sgml : 20240307 20240307160800 ACCESSION NUMBER: 0000950170-24-027940 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240306 FILED AS OF DATE: 20240307 DATE AS OF CHANGE: 20240307 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: 24730119 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 2024-03-06 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 2024-03-06 4 M false 5000 121.43 A 5000 D Class A Common Stock 2024-03-06 4 S false 100 1138.96 D 4900 D Class A Common Stock 2024-03-06 4 S false 32 1139.86 D 4868 D Class A Common Stock 2024-03-06 4 S false 39 1140.00 D 4829 D Class A Common Stock 2024-03-06 4 S false 303 1142.85 D 4526 D Class A Common Stock 2024-03-06 4 S false 27 1147.79 D 4499 D Class A Common Stock 2024-03-06 4 S false 34 1148.35 D 4465 D Class A Common Stock 2024-03-06 4 S false 35 1151.64 D 4430 D Class A Common Stock 2024-03-06 4 S false 33 1154.68 D 4397 D Class A Common Stock 2024-03-06 4 S false 27 1155.48 D 4370 D Class A Common Stock 2024-03-06 4 S false 77 1159.63 D 4293 D Class A Common Stock 2024-03-06 4 S false 100 1162.43 D 4193 D Class A Common Stock 2024-03-06 4 S false 42 1163.39 D 4151 D Class A Common Stock 2024-03-06 4 S false 50 1164.57 D 4101 D Class A Common Stock 2024-03-06 4 S false 95 1165.20 D 4006 D Class A Common Stock 2024-03-06 4 S false 27 1166.29 D 3979 D Class A Common Stock 2024-03-06 4 S false 79 1169.77 D 3900 D Class A Common Stock 2024-03-06 4 S false 17 1171.66 D 3883 D Class A Common Stock 2024-03-06 4 S false 6 1174.39 D 3877 D Class A Common Stock 2024-03-06 4 S false 130 1175.50 D 3747 D Class A Common Stock 2024-03-06 4 S false 38 1178.33 D 3709 D Class A Common Stock 2024-03-06 4 S false 116 1179.08 D 3593 D Class A Common Stock 2024-03-06 4 S false 29 1181.77 D 3564 D Class A Common Stock 2024-03-06 4 S false 35 1182.93 D 3529 D Class A Common Stock 2024-03-06 4 S false 100 1183.71 D 3429 D Class A Common Stock 2024-03-06 4 S false 57 1184.87 D 3372 D Class A Common Stock 2024-03-06 4 S false 65 1186.51 D 3307 D Class A Common Stock 2024-03-06 4 S false 54 1188.47 D 3253 D Class A Common Stock 2024-03-06 4 S false 15 1191.57 D 3238 D Class A Common Stock 2024-03-06 4 S false 37 1193.88 D 3201 D Employee Stock Option (Right to buy) 121.43 2024-03-06 4 M false 5000 0 D 2024-04-30 Class A Common Stock 5000 175000 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 $1,159.54 to $1,159.72, 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 $1,163.06 to $1,163.88, 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 $1,164.14 to $1,164.85, 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 $1,165.02 to $1,165.57, 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 $1,169.68 to $1,169.86, 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 $1,175.21 to $1,175.59, 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 $1,179.00 to $1,179.60, 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 $1,182.92 to $1,182.95, 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 $1,184.68 to $1,184.94, 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 $1,186.16 to $1,186.78, 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 $1,188.08 to $1,188.68, 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 March 6, 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 and third Form 4 by the reporting person. The three 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 2024-03-07