Strategy Inc — Director's Dealing 2023

Jun 7, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROSTRATEGY Inc (MSTR)
CIK: 0001050446
Period of Report: 2023-06-05

Reporting Person: Kang Andrew (SEVP & CFO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-06-05	Employee Stock Option (Right to buy)	$276.36	A	4949	Acquired	2033-06-05	Class A Common Stock (4949)	Direct
2023-06-05	Restricted Stock Units	$	A	1703	Acquired		Class A Common Stock (1703)	Direct
2023-06-05	Performance Stock Units	$	A	3406	Acquired		Class A Common Stock (3406)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	873	Direct

Footnotes

F1: 25 percent of the shares subject to this option vest on the first anniversary of the grant date, and an additional 25 percent of the shares originally
subject to this option vest on each anniversary thereafter until the option is vested in full.

F2: See Exhibit A.

F3: Each restricted stock unit represents a contingent right to receive one share of MicroStrategy class A common stock.

F4: 25 percent of these restricted stock units vest on the first anniversary of the grant date, and an additional 25 percent of the original number of
restricted stock units vest on each anniversary thereafter until the restricted stock units are vested in full.

F5: Each PSU represents a contingent right to receive shares of MicroStrategy class A common stock of between 0% and 200% of the target number of units, with the percentage determined based on MicroStrategy's relative total shareholder return (TSR) as compared to the TSR of members of the Nasdaq Composite Index over a three-year performance period (June 1, 2023 to May 31, 2026). Vesting is subject to certification by MicroStrategy's Compensation Committee of the level of achievement of the performance goal and the participant's continued service through that date. The "target" number of PSUs is reported on this Form 4.