Strategy Inc — Director's Dealing 2014

May 6, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROSTRATEGY INC (MSTR)
CIK: 0001050446
Period of Report: 2014-05-04

Reporting Person: Starke Marcus H (SEVP & Chief Marketing Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-04	Employee Stock Option (Right to buy)	$119.02	A	50000	Acquired	2024-05-04	Class A Common Stock (50000)	Direct

Footnotes

F1: This option grant was approved by a committee of MicroStrategy Incorporated's board of directors on May 4, 2014, subject to stockholder approval of Amendment No. 1 to the MicroStrategy Incorporated 2013 Stock Incentive Plan ("Amendment No. 1"). This option will automatically terminate if such stockholder approval is not obtained within twelve months of May 4, 2014.

F2: This option vests as to 12,500 shares on the first anniversary of the grant date, and as to an additional 12,500 shares on each anniversary thereafter until the option is vested in full; provided, however, that this option is not exercisable prior to stockholder approval of Amendment No. 1.