Michael J. Saylor - 01 Feb 2024 Form 4 Insider Report for MICROSTRATEGY Inc (MSTR)

Reporting relationship: Executive Chairman, Director, 10%+ Owner
Issuer ticker: MSTR
Reported as of: 01 Feb 2024
Net transaction value: -$1,919,928
SEC form: 4
Accepted by SEC: 02 Feb 2024, 16:04:41 UTC
Prior SEC filing: 01 Feb 2024
Next SEC filing: 05 Feb 2024
Source filing: View source filing
Reporting owner signature: /s/ Joseph Phillips, Attorney-in-Fact

Key filing fact

Michael J. Saylor filed Form 4 for MICROSTRATEGY Inc (MSTR) on 02 Feb 2024.

Key facts

This page summarizes Michael J. Saylor's Form 4 filing for MICROSTRATEGY Inc (MSTR).
16 reported transactions and 2 derivative rows are listed below.
Accepted by SEC: 02 Feb 2024, 16:04.

Change

Previous filing in this sequence was filed on 01 Feb 2024.
Current net transaction value: -$1,919,928.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

MSTR transaction

Class A Common Stock

Options Exercise

Transaction value: $607,150
Shares: +5,000
Change %
Price: $121.43
Shares after: 5,000
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1

MSTR transaction

Class A Common Stock

Sale

Transaction value: $99,684
Shares: -200
Change %: -4%
Price: $498.42
Shares after: 4,800
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F2

MSTR transaction

Class A Common Stock

Sale

Transaction value: $149,781
Shares: -300
Change %: -6.2%
Price: $499.27
Shares after: 4,500
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F3

MSTR transaction

Class A Common Stock

Sale

Transaction value: $33,036
Shares: -66
Change %: -1.5%
Price: $500.55
Shares after: 4,434
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F4

MSTR transaction

Class A Common Stock

Sale

Transaction value: $95,739
Shares: -191
Change %: -4.3%
Price: $501.25
Shares after: 4,243
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F5

MSTR transaction

Class A Common Stock

Sale

Transaction value: $246,122
Shares: -490
Change %: -12%
Price: $502.29
Shares after: 3,753
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F6

MSTR transaction

Class A Common Stock

Sale

Transaction value: $319,473
Shares: -634
Change %: -17%
Price: $503.90
Shares after: 3,119
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F7

MSTR transaction

Class A Common Stock

Sale

Transaction value: $129,134
Shares: -256
Change %: -8.2%
Price: $504.43
Shares after: 2,863
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F8

MSTR transaction

Class A Common Stock

Sale

Transaction value: $91,972
Shares: -182
Change %: -6.4%
Price: $505.34
Shares after: 2,681
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F9

MSTR transaction

Class A Common Stock

Sale

Transaction value: $381,523
Shares: -753
Change %: -28%
Price: $506.67
Shares after: 1,928
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F10

MSTR transaction

Class A Common Stock

Sale

Transaction value: $388,546
Shares: -766
Change %: -40%
Price: $507.24
Shares after: 1,162
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F11

MSTR transaction

Class A Common Stock

Sale

Transaction value: $218,578
Shares: -430
Change %: -37%
Price: $508.32
Shares after: 732
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F12

MSTR transaction

Class A Common Stock

Sale

Transaction value: $271,214
Shares: -532
Change %: -73%
Price: $509.80
Shares after: 200
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1, F13

MSTR transaction

Class A Common Stock

Sale

Transaction value: $51,025
Shares: -100
Change %: -50%
Price: $510.25
Shares after: 100
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1

MSTR transaction

Class A Common Stock

Sale

Transaction value: $51,253
Shares: -100
Change %: -100%
Price: $512.53
Shares after: 0
Date: 01 Feb 2024
Ownership: Direct
Footnotes: F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

MSTR transaction Derivative

Employee Stock Option (Right to buy)

Options Exercise

Transaction value: $0
Shares: -5,000
Change %: -1.7%
Price: $0.000000
Shares after: 290,000
Date: 01 Feb 2024
Ownership: Direct
Underlying class: Class A Common Stock
Underlying amount: 5,000
Exercise price: $121.43
Footnotes: F14

MSTR holding Derivative

Class B Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after: 1,961,668
Date: 01 Feb 2024
Ownership: Shares owned by LLC
Underlying class: Class A Common Stock
Underlying amount: 1,961,668
Exercise price
Footnotes: F15, F16

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Rule 10b5-1 trading plan

These transactions were reported as open-market trades under a Rule 10b5-1 plan. The plan lets an insider set trading instructions in advance, which can reduce the risk of trading while in possession of material nonpublic information.

Original filing language: transaction made pursuant to a contract, instruction, or written plan intended to satisfy Rule 10b5-1(c).

Explanation of responses 16 footnotes

Footnote F1

This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 19, 2023.

Footnote F2

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $498.00 to $498.83, 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.

Footnote F3

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $499.27 to $499.28, 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.

Footnote F4

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $500.25 to $500.89, 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.

Footnote F5

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $501.08 to $501.80, 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.

Footnote F6

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $502.05 to $502.79, 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.

Footnote F7

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $503.42 to $503.99, 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.

Footnote F8

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $504.31 to $504.68, 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.

Footnote F9

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $505.08 to $505.90, 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.

Footnote F10

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $506.12 to $506.91, 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.

Footnote F11

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $507.04 to $507.78, 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.

Footnote F12

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $508.11 to $508.93, 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.

Footnote F13

The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $509.05 to $509.95, 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.

Footnote F14

The option vested in four equal installments on April 30, 2015, 2016, 2017 and 2018. The option is fully vested and exercisable.

Footnote F15

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.

Footnote F16

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.