MICHAEL J. SAYLOR - 13 Mar 2024 Form 4 Insider Report for MICROSTRATEGY Inc (MSTR)

Signature
/s/ Joseph Phillips, Attorney-in-Fact
Issuer symbol
MSTR
Transactions as of
13 Mar 2024
Net transactions value
-$3,930,729
Form type
4
Filing time
14 Mar 2024, 16:24:27 UTC
Previous filing
13 Mar 2024
Next filing
15 Mar 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MSTR Class A Common Stock Options Exercise $607,150 +5,000 $121.43 5,000 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $62,048 -38 -0.76% $1632.83* 4,962 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $163,399 -100 -2% $1633.99* 4,862 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $164,521 -100 -2.1% $1645.21* 4,762 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $67,620 -41 -0.86% $1649.28* 4,721 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $165,230 -100 -2.1% $1652.30* 4,621 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $61,248 -37 -0.8% $1655.34* 4,584 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $54,736 -33 -0.72% $1658.67* 4,551 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $66,400 -40 -0.88% $1660.00* 4,511 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $831,490 -500 -11% $1662.98* 4,011 13 Mar 2024 Direct F1, F2
transaction MSTR Class A Common Stock Sale $224,734 -135 -3.4% $1664.70* 3,876 13 Mar 2024 Direct F1, F3
transaction MSTR Class A Common Stock Sale $58,621 -35 -0.9% $1674.89* 3,841 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $167,992 -100 -2.6% $1679.92* 3,741 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $53,784 -32 -0.86% $1680.75* 3,709 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $54,189 -32 -0.86% $1693.42* 3,677 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $71,303 -42 -1.1% $1697.68* 3,635 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $59,543 -35 -0.96% $1701.22* 3,600 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $341,098 -200 -5.6% $1705.49* 3,400 13 Mar 2024 Direct F1, F4
transaction MSTR Class A Common Stock Sale $153,619 -90 -2.6% $1706.88* 3,310 13 Mar 2024 Direct F1, F5
transaction MSTR Class A Common Stock Sale $170,903 -100 -3% $1709.03* 3,210 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $6,844 -4 -0.12% $1711.10* 3,206 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $171,499 -100 -3.1% $1714.99* 3,106 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $29,168 -17 -0.55% $1715.77* 3,089 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $205,975 -120 -3.9% $1716.46* 2,969 13 Mar 2024 Direct F1, F6
transaction MSTR Class A Common Stock Sale $147,691 -86 -2.9% $1717.34* 2,883 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $343,982 -200 -6.9% $1719.91* 2,683 13 Mar 2024 Direct F1, F7
transaction MSTR Class A Common Stock Sale $403,624 -234 -8.7% $1724.89* 2,449 13 Mar 2024 Direct F1, F8
transaction MSTR Class A Common Stock Sale $29,328 -17 -0.69% $1725.18* 2,432 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $34,527 -20 -0.82% $1726.37* 2,412 13 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $172,761 -100 -4.1% $1727.61* 2,312 13 Mar 2024 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction MSTR Employee Stock Option (Right to buy) Options Exercise $0 -5,000 -3.2% $0.000000 150,000 13 Mar 2024 Class A Common Stock 5,000 $121.43 Direct F9
holding MSTR Class B Common Stock 1,961,668 13 Mar 2024 Class A Common Stock 1,961,668 Shares owned by LLC F10, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 19, 2023.
F2 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,662.98 to $1,662.99, 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.
F3 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,664.27 to $1,664.85, 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.
F4 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,705.00 to $1,705.97, 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.
F5 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,706.66 to $1,706.96, 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.
F6 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,716.41 to $1,716.73, 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.
F7 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,719.82 to $1,719.99, 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.
F8 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,724.16 to $1,724.98, 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.
F9 The option vested in four equal installments on April 30, 2015, 2016, 2017 and 2018. The option is fully vested and exercisable.
F10 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.
F11 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.

Remarks:

Because there are more than 30 rows associated with the reporting person's transactions that occurred on March 13, 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.