Strategy Inc — Director's Dealing 2023

Nov 14, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROSTRATEGY Inc (MSTR)
CIK: 0001050446
Period of Report: 2023-11-09

Reporting Person: Le Phong (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-11-09	Class A Common Stock	M	10000	$151.60	Acquired	10458	Direct
2023-11-09	Class A Common Stock	S	1090	$504.24	Disposed	9368	Direct
2023-11-09	Class A Common Stock	S	1310	$505.06	Disposed	8058	Direct
2023-11-09	Class A Common Stock	S	2241	$506.18	Disposed	5817	Direct
2023-11-09	Class A Common Stock	S	1659	$507.38	Disposed	4158	Direct
2023-11-09	Class A Common Stock	S	1800	$508.47	Disposed	2358	Direct
2023-11-09	Class A Common Stock	S	1900	$510.18	Disposed	458	Direct
2023-11-13	Class A Common Stock	M	250	—	Acquired	708	Direct
2023-11-13	Class A Common Stock	F	113	$504.88	Disposed	595	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-11-09	Employee Stock Option (Right to buy)	$151.60	M	10000	Disposed	2029-11-22	Class A Common Stock (10000)	Direct
2023-11-13	Restricted Stock Units	$	M	250	Disposed		Class A Common Stock (250)	Direct

Footnotes

F1: The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $503.64 to $504.55, 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.

F2: The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $504.69 to $505.52, 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 $505.74 to $506.72, 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 ranges 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 $506.74 to $507.61, 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 ranges 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 $508.02 to $509.00, 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 ranges 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 $509.73 to $510.71, 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 ranges set forth in this footnote.

F7: Each restricted stock unit represents a contingent right to receive one share of MicroStrategy class A common stock.

F8: The disposition of the shares reported on this form was made to MicroStrategy solely to permit the stockholder to pay MicroStrategy the tax withholding obligation due upon vesting of the restricted stock units.

F9: The 10,000 shares exercised on November 9, 2023 pursuant to this option vested on November 22, 2021. Of the remaining 65,000 shares subject to this option, 15,000 shares vested on November 22, 2021, 25,000 shares vested on November 22, 2022, and 25,000 shares are scheduled to vest on November 22, 2023.

F10: See Exhibit A.

F11: The remaining 250 restricted stock units will vest on November 13, 2024.