MICHAEL J. SAYLOR - 20 Mar 2024 Form 4 Insider Report for MICROSTRATEGY Inc (MSTR)

Signature
/s/ Joseph Phillips, Attorney-in-Fact
Issuer symbol
MSTR
Transactions as of
20 Mar 2024
Net transactions value
-$5,117,150
Form type
4
Filing time
21 Mar 2024, 16:37:48 UTC
Previous filing
20 Mar 2024
Next filing
22 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 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $136,800 -100 -2% $1368.00 4,900 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $137,500 -100 -2% $1375.00 4,800 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $275,932 -200 -4.2% $1379.66 4,600 20 Mar 2024 Direct F1, F2
transaction MSTR Class A Common Stock Sale $276,830 -200 -4.3% $1384.15 4,400 20 Mar 2024 Direct F1, F3
transaction MSTR Class A Common Stock Sale $139,900 -100 -2.3% $1399.00 4,300 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $140,778 -100 -2.3% $1407.78 4,200 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $2,820 -2 -0.05% $1410.01 4,198 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $141,108 -100 -2.4% $1411.08 4,098 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $257,044 -182 -4.4% $1412.33 3,916 20 Mar 2024 Direct F1, F4
transaction MSTR Class A Common Stock Sale $141,998 -100 -2.6% $1419.98 3,816 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $284,398 -200 -5.2% $1421.99 3,616 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $398,269 -280 -7.7% $1422.39 3,336 20 Mar 2024 Direct F1, F5
transaction MSTR Class A Common Stock Sale $303,242 -213 -6.4% $1423.67 3,123 20 Mar 2024 Direct F1, F6
transaction MSTR Class A Common Stock Sale $142,583 -100 -3.2% $1425.83 3,023 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $285,992 -200 -6.6% $1429.96 2,823 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $143,494 -100 -3.5% $1434.94 2,723 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $287,152 -200 -7.3% $1435.76 2,523 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $143,784 -100 -4% $1437.84 2,423 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $144,499 -100 -4.1% $1444.99 2,323 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $283,975 -196 -8.4% $1448.85 2,127 20 Mar 2024 Direct F1, F7
transaction MSTR Class A Common Stock Sale $145,000 -100 -4.7% $1450.00 2,027 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $145,993 -100 -4.9% $1459.93 1,927 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $292,256 -200 -10% $1461.28 1,727 20 Mar 2024 Direct F1, F8
transaction MSTR Class A Common Stock Sale $22,005 -15 -0.87% $1467.03 1,712 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $147,249 -100 -5.8% $1472.49 1,612 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $148,425 -100 -6.2% $1484.25 1,512 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $149,300 -100 -6.6% $1493.00 1,412 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $454,374 -300 -21% $1514.58 1,112 20 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $151,600 -100 -9% $1516.00 1,012 20 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 -3.8% $0.000000 125,000 20 Mar 2024 Class A Common Stock 5,000 $121.43 Direct F9
holding MSTR Class B Common Stock 1,961,668 20 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 $1,379.32 to $1,379.99, 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 $1,384.08 to $1,384.21, 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.
F4 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,412.33 to $1,412.34, 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 $1,422.00 to $1,422.61, 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 $1,423.01 to $1,423.97, 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.
F7 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,448.79 to $1,448.92, 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 $1,461.09 to $1,461.47, 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 20, 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.