0001209191-23-059332.txt : 20231220 0001209191-23-059332.hdr.sgml : 20231220 20231220160822 ACCESSION NUMBER: 0001209191-23-059332 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20231219 FILED AS OF DATE: 20231220 DATE AS OF CHANGE: 20231220 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Le Phong CENTRAL INDEX KEY: 0001651669 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24435 FILM NUMBER: 231501417 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 doc4.xml FORM 4 SUBMISSION X0508 4 2023-12-19 0 0001050446 MICROSTRATEGY Inc MSTR 0001651669 Le Phong C/O MICROSTRATEGY INCORPORATED 1850 TOWERS CRESCENT PLAZA TYSONS CORNER VA 22182 1 1 0 0 President & CEO 0 Class A Common Stock 2023-12-19 4 M 0 5000 189.16 A 5595 D Class A Common Stock 2023-12-19 4 S 0 3075 568.33 D 2520 D Class A Common Stock 2023-12-19 4 S 0 1733 569.32 D 787 D Class A Common Stock 2023-12-19 4 S 0 192 570.50 D 595 D Employee Stock Option (Right to buy) 189.16 2023-12-19 4 M 0 5000 0.00 D 2027-03-08 Class A Common Stock 5000 5000 D The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $567.89 to $568.75, 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 $568.97 to $569.66, 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 $570.04 to $571.00, 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 5,000 shares exercised on December 19, 2023 pursuant to this option vested on March 8, 2021. The remaining 5,000 shares subject to this option vested on March 8, 2021. See Exhibit A. /s/ Joseph Phillips, Attorney-in-Fact 2023-12-20 EX-99.1 2 attachment1.htm EX-99.1 DOCUMENT

Exhibit A

Mr. Le also directly owns an employee stock option to purchase 65,000
shares of Class A common stock with (i) an exercise price of $151.60 per
share and (ii) an expiration date of November 22, 2029. Of the 65,000
shares subject to this option, 15,000 shares vested on November 22, 2021, 25,000
shares vested on November 22, 2022, and 25,000 shares vested on November 22,
2023.

Mr. Le also directly owns an employee stock option to purchase 40,000
shares of Class A common stock with (i) an exercise price of $691.23 per
share and (ii) an expiration date of February 23, 2031. Of the 40,000 shares
subject to this option, 10,000 shares vested on February 23, 2022, 10,000 shares
vested on February 23, 2023, 10,000 shares are scheduled to vest on February 23,
2024, and 10,000 shares are scheduled to vest on February 23, 2025.

Mr. Le also directly owns an employee stock option to purchase 40,000
shares of Class A common stock with (i) an exercise price of $404.60 per
share and (ii) an expiration date of February 17, 2032. Of the 40,000 shares
subject to this option, 10,000 shares vested on February 17, 2023, 10,000 shares
are scheduled to vest on February 17, 2024, 10,000 shares are scheduled to vest
on February 17, 2025, and 10,000 shares are scheduled to vest on February 17,
2026.

Mr. Le also directly owns an employee stock option to purchase 60,000
shares of Class A common stock with (i) an exercise price of $231.25 per
share and (ii) an expiration date of September 13, 2032. Of the 60,000
shares subject to this option, 15,000 shares vested on September 13, 2023,
15,000 shares are scheduled to vest on September 13, 2024, 15,000 shares are
scheduled to vest on September 13, 2025, and 15,000 shares are scheduled to vest
on September 13, 2026.

Mr. Le also directly owns restricted stock units with the contingent right to
receive 250 shares of Class A common stock. The 250 shares will vest on November
13, 2024.

Mr. Le also directly owns restricted stock units with the contingent right to
receive 4,768 shares of Class A common stock. Of these 4,768 shares, 1,192
shares are scheduled to vest on June 5, 2024, 1,192 shares are scheduled to vest
on June 5, 2025, 1,192 shares are scheduled to vest on June 5, 2026, and 1,192
shares are scheduled to vest on June 5, 2027.

Mr. Le also directly owns 9,537 performance stock units (PSUs) granted on June
5, 2023. Each PSU represents a contingent right to receive shares of Class A
common stock of between 0 percent and 200 percent of the target number of units,
with the percentage determined based on MicroStrategy's relative total
shareholder return (TSR) as compared to the TSR of members of the Nasdaq
Composite Index over a three-year performance period (June 1, 2023 to May 31,
2026). Vesting is subject to certification by MicroStrategy's Compensation
Committee of the level of achievement of the performance goal and the
participant's continued service through that date. The "target" number of PSUs
is reported in this Exhibit A.