SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BANSAL SANJU K

(Last) (First) (Middle)
C/O MICROSTRATEGY INCORPORATED
1850 TOWERS CRESCENT PLAZA

(Street)
TYSONS CORNER VA 22182

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MICROSTRATEGY INC [ MSTR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Vice Chairman, EVP and COO
3. Date of Earliest Transaction (Month/Day/Year)
02/21/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 02/23/2012 C 4,700 A (1) 0(2) D
Class A Common Stock 02/21/2012 S 504 D $135 0(2)(3) D
Class A Common Stock 02/21/2012 S 100 D $135.01 0(2) D
Class A Common Stock 02/21/2012 S 100 D $135.02 0(2) D
Class A Common Stock 02/21/2012 S 100 D $135.04 0(2) D
Class A Common Stock 02/21/2012 S 200 D $135.05 0(2) D
Class A Common Stock 02/21/2012 S 200 D $135.07 0(2) D
Class A Common Stock 02/21/2012 S 200 D $135.1 0(2) D
Class A Common Stock 02/21/2012 S 1 D $135.11 0(2) D
Class A Common Stock 02/21/2012 S 500 D $135.14 0(2) D
Class A Common Stock 02/21/2012 S 700 D $135.15 0(2) D
Class A Common Stock 02/21/2012 S 300 D $135.29 0(2) D
Class A Common Stock 02/21/2012 S 300 D $135.3 0(2) D
Class A Common Stock 02/21/2012 S 200 D $135.38 0(2) D
Class A Common Stock 02/21/2012 S 200 D $135.39 0(2) D
Class A Common Stock 02/21/2012 S 300 D $135.4 0(2) D
Class A Common Stock 02/21/2012 S 100 D $135.485 0(2) D
Class A Common Stock 02/21/2012 S 100 D $135.49 0(2) D
Class A Common Stock 02/21/2012 S 2 D $135.54 0(2) D
Class A Common Stock 02/21/2012 S 98 D $135.55 0(2) D
Class A Common Stock 02/21/2012 S 200 D $135.56 0(2) D
Class A Common Stock 02/21/2012 S 195 D $135.61 0(2) D
Class A Common Stock 02/21/2012 S 100 D $135.64 0(2) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (4) 02/23/2012 C 4,700 (4) (4) Class A Common Stock 4,700 (4) 25,962(5) D
Explanation of Responses:
1. These shares were acquired upon conversion of shares of Class B Common Stock, which were convertible on a 1-for-1 basis into shares of Class A Common Stock.
2. The reporting person converted 4,700 shares of Class B Common Stock into 4,700 shares of Class A Common Stock on February 23, 2012 for the purpose of settling the sale transactions reported on this Form 4. Upon settlement of all of these sale transactions, the reporting person will beneficially own 0 shares of Class A Common Stock.
3. Separate open market sale transactions that were executed on 02/21/2012 at the same price have been reported on an aggregate basis on a single line in Table I. The order in which sale transactions are set forth in Table I is not necessarily reflective of the sequence in which the sale transactions occurred in fact.
4. 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.
5. See Exhibit A.
Remarks:
/s/ Sanju K. Bansal 02/23/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.