0000950170-24-030018.txt : 20240312 0000950170-24-030018.hdr.sgml : 20240312 20240312163513 ACCESSION NUMBER: 0000950170-24-030018 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240311 FILED AS OF DATE: 20240312 DATE AS OF CHANGE: 20240312 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: 24742692 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 2024-03-11 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 2024-03-11 4 M false 5000 121.43 A 5000 D Class A Common Stock 2024-03-11 4 S false 49 1479.00 D 4951 D Class A Common Stock 2024-03-11 4 S false 90 1484.23 D 4861 D Class A Common Stock 2024-03-11 4 S false 100 1494.93 D 4761 D Class A Common Stock 2024-03-11 4 S false 34 1497.72 D 4727 D Class A Common Stock 2024-03-11 4 S false 37 1514.21 D 4690 D Class A Common Stock 2024-03-11 4 S false 100 1516.10 D 4590 D Class A Common Stock 2024-03-11 4 S false 100 1517.30 D 4490 D Class A Common Stock 2024-03-11 4 S false 100 1518.89 D 4390 D Class A Common Stock 2024-03-11 4 S false 232 1521.87 D 4158 D Class A Common Stock 2024-03-11 4 S false 59 1527.99 D 4099 D Class A Common Stock 2024-03-11 4 S false 100 1534.99 D 3999 D Class A Common Stock 2024-03-11 4 S false 16 1537.99 D 3983 D Class A Common Stock 2024-03-11 4 S false 100 1538.99 D 3883 D Class A Common Stock 2024-03-11 4 S false 55 1542.30 D 3828 D Class A Common Stock 2024-03-11 4 S false 3 1543.75 D 3825 D Class A Common Stock 2024-03-11 4 S false 12 1545.59 D 3813 D Class A Common Stock 2024-03-11 4 S false 36 1546.47 D 3777 D Class A Common Stock 2024-03-11 4 S false 24 1547.13 D 3753 D Class A Common Stock 2024-03-11 4 S false 32 1548.28 D 3721 D Class A Common Stock 2024-03-11 4 S false 100 1550.00 D 3621 D Class A Common Stock 2024-03-11 4 S false 35 1551.58 D 3586 D Class A Common Stock 2024-03-11 4 S false 331 1553.96 D 3255 D Class A Common Stock 2024-03-11 4 S false 86 1555.63 D 3169 D Class A Common Stock 2024-03-11 4 S false 19 1556.85 D 3150 D Class A Common Stock 2024-03-11 4 S false 100 1557.78 D 3050 D Class A Common Stock 2024-03-11 4 S false 30 1560.38 D 3020 D Class A Common Stock 2024-03-11 4 S false 31 1563.40 D 2989 D Class A Common Stock 2024-03-11 4 S false 136 1565.16 D 2853 D Class A Common Stock 2024-03-11 4 S false 35 1566.15 D 2818 D Employee Stock Option (Right to buy) 121.43 2024-03-11 4 M false 5000 0 D 2024-04-30 Class A Common Stock 5000 160000 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 $1,521.07 to $1,522.00, 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 $1,527.59 to $1,528.43, 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 $1,542.16 to $1,542.62, 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 $1,545.40 to $1,545.63, 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 $1,546.41 to $1,546.48, 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 $1,553.93 to $1,554.21, 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 $1,555.37 to $1,555.93, 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 $1,563.23 to $1,563.59, 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 $1,565.00 to $1,565.60, 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 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 11, 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 2024-03-12