Michael J. Saylor - 21 Mar 2024 Form 4 Insider Report for MICROSTRATEGY Inc (MSTR)

Signature
/s/ Joseph Phillips, Attorney-in-Fact
Issuer symbol
MSTR
Transactions as of
21 Mar 2024
Net transactions value
-$5,470,505
Form type
4
Filing time
22 Mar 2024, 16:18:30 UTC
Previous filing
21 Mar 2024
Next filing
25 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 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $68,547 -43 -0.86% $1594.12 4,957 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $797,500 -500 -10% $1595.00 4,457 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $130,956 -82 -1.8% $1597.02 4,375 21 Mar 2024 Direct F1, F2
transaction MSTR Class A Common Stock Sale $159,819 -100 -2.3% $1598.19 4,275 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $107,152 -67 -1.6% $1599.29 4,208 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $640,584 -400 -9.5% $1601.46 3,808 21 Mar 2024 Direct F1, F3
transaction MSTR Class A Common Stock Sale $160,764 -100 -2.6% $1607.64 3,708 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $160,851 -100 -2.7% $1608.51 3,608 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $161,000 -100 -2.8% $1610.00 3,508 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $161,259 -100 -2.9% $1612.59 3,408 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $161,371 -100 -2.9% $1613.71 3,308 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $484,443 -300 -9.1% $1614.81 3,008 21 Mar 2024 Direct F1, F4
transaction MSTR Class A Common Stock Sale $162,299 -100 -3.3% $1622.99 2,908 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $162,850 -100 -3.4% $1628.50 2,808 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $163,100 -100 -3.6% $1631.00 2,708 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $163,800 -100 -3.7% $1638.00 2,608 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $328,436 -200 -7.7% $1642.18 2,408 21 Mar 2024 Direct F1, F5
transaction MSTR Class A Common Stock Sale $164,385 -100 -4.2% $1643.85 2,308 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $79,026 -48 -2.1% $1646.38 2,260 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $165,178 -100 -4.4% $1651.78 2,160 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $165,387 -100 -4.6% $1653.87 2,060 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $165,473 -100 -4.9% $1654.73 1,960 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $165,576 -100 -5.1% $1655.76 1,860 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $165,666 -100 -5.4% $1656.66 1,760 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $165,913 -100 -5.7% $1659.13 1,660 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $166,393 -100 -6% $1663.93 1,560 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $166,400 -100 -6.4% $1664.00 1,460 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $166,727 -100 -6.8% $1667.27 1,360 21 Mar 2024 Direct F1
transaction MSTR Class A Common Stock Sale $166,800 -100 -7.4% $1668.00 1,260 21 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 -4% $0.000000 120,000 21 Mar 2024 Class A Common Stock 5,000 $121.43 Direct F6
holding MSTR Class B Common Stock 1,961,668 21 Mar 2024 Class A Common Stock 1,961,668 Shares owned by LLC F7, F8
* 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 $1,597.00 to $1,597.06, 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 $1,601.00 to $1,601.68, 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.
F4 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,614.59 to $1,614.98, 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.
F5 The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1,642.00 to $1,642.35, 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 option vested in four equal installments on April 30, 2015, 2016, 2017 and 2018. The option is fully vested and exercisable.
F7 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.
F8 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 21, 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.