Strategy Inc — Major Shareholding Notification 2025

May 15, 2025

xml version="1.0" encoding="UTF-8"? SCHEDULE 13G/A 0001446580-25-000003 0001446580 XXXXXXXX LIVE 1 Class A common stock, par value $0.001 per share 03/31/2025 0001050446 MicroStrategy Incorporated 594972408 1850 Towers Crescent Plaza Tysons Corner VA 22182 Rule 13d-1(b) Capital Ventures International E9 2150250 11596418 2150250 11596418 11596418 4.8 CO With respect to Row 5 through Row 9 above, G1 Execution Services, LLC, SIG Brokerage, LP, Susquehanna Investment Group and Susquehanna Securities, LLC are affiliated independent broker-dealers which, together with Capital Ventures International and Susquehanna Advisors Group, Inc., may be deemed a group. For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons. Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person. With respect to Row 5 and Row 7 above, Susquehanna Advisors Group, Inc. is the investment manager to Capital Ventures International and as such may exercise voting and dispositive power over the shares directly owned by Capital Ventures International. Susquehanna Advisors Group, Inc. PA 0 11596418 0 11596418 11596418 4.8 CO With respect to Row 5 through Row 9 above, G1 Execution Services, LLC, SIG Brokerage, LP, Susquehanna Investment Group and Susquehanna Securities, LLC are affiliated independent broker-dealers which, together with Capital Ventures International and Susquehanna Advisors Group, Inc., may be deemed a group. For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons. Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person. With respect to Row 5 and Row 7 above, Susquehanna Advisors Group, Inc. is the investment manager to Capital Ventures International and as such may exercise voting and dispositive power over the shares directly owned by Capital Ventures International. G1 Execution Services, LLC IL 35117 11596418 35117 11596418 11596418 4.8 BD OO With respect to Row 5 through Row 9 above, G1 Execution Services, LLC, SIG Brokerage, LP, Susquehanna Investment Group and Susquehanna Securities, LLC are affiliated independent broker-dealers which, together with Capital Ventures International and Susquehanna Advisors Group, Inc., may be deemed a group. For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons. Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person. SIG Brokerage, LP DE 17303 11596418 17303 11596418 11596418 4.8 BD PN With respect to Row 5 through Row 9 above, G1 Execution Services, LLC, SIG Brokerage, LP, Susquehanna Investment Group and Susquehanna Securities, LLC are affiliated independent broker-dealers which, together with Capital Ventures International and Susquehanna Advisors Group, Inc., may be deemed a group. For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons. Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person. Susquehanna Investment Group PA 49000 11596418 49000 11596418 11596418 N 4.8 BD PN With respect to Row 5 through Row 9 above, G1 Execution Services, LLC, SIG Brokerage, LP, Susquehanna Investment Group and Susquehanna Securities, LLC are affiliated independent broker-dealers which, together with Capital Ventures International and Susquehanna Advisors Group, Inc., may be deemed a group. For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons. Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person. Susquehanna Securities, LLC DE 9344748 11596418 9344748 11596418 11596418 4.8 BD OO With respect to Row 5 through Row 9 above, G1 Execution Services, LLC, SIG Brokerage, LP, Susquehanna Investment Group and Susquehanna Securities, LLC are affiliated independent broker-dealers which, together with Capital Ventures International and Susquehanna Advisors Group, Inc., may be deemed a group. For purposes of this report, we have indicated that each reporting person has sole voting and dispositive power with respect to the shares beneficially owned by it and that the reporting persons have shared voting and dispositive power with respect to all shares beneficially owned by all of the reporting persons. Each of the reporting persons disclaims beneficial ownership of shares owned directly by another reporting person. MicroStrategy Incorporated 1850 Towers Crescent Plaza, Tysons Corner, Virginia 22182 This statement is filed by the entities listed below, who are collectively referred to herein as "Reporting Persons" with respect to the shares of Class A common stock, par value $0.001 per share (the "Shares"), of MicroStrategy Incorporated (the "Company"). (i) Capital Ventures International (ii) Susquehanna Advisors Group, Inc. (iii) G1 Execution Services, LLC (iv) SIG Brokerage, LP (v) Susquehanna Investment Group (vi) Susquehanna Securities, LLC The address of the principal business office of Capital Ventures International is: P.O. Box 897 Windward 1, Regatta Office Park West Bay Road Grand Cayman, KY1-1103 Cayman Islands The address of the principal business office of G1 Execution Services, LLC is: 175 W. Jackson Blvd. Suite 1700 Chicago, IL 60604 The address of the principal business office of each of SIG Brokerage, LP, Susquehanna Advisors Group, Inc., Susquehanna Investment Group and Susquehanna Securities, LLC is: 401 E. City Avenue Suite 220 Bala Cynwyd, PA 19004 Citizenship is set forth in Row 4 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. N BD The information required by this Item 4(a) is set forth in Row 9 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The number of Shares reported as beneficially owned by Capital Ventures International consists of (i) 599,193 Shares issuable upon conversion of $89,740,000 aggregate principal amount of 0.625% Convertible Senior Notes due 2030, (ii) 637,245 Shares issuable upon conversion of $148,300,000 aggregate principal amount of 0.875% Convertible Senior Notes due 2031, and (iii) 913,812 Shares issuable upon conversion of $186,721,000 aggregate principal amount of 2.25% Convertible Senior Notes due 2032. The number of Shares reported as beneficially owned by G1 Execution Services, LLC includes 316.8 Shares issuable upon redemption of 3,168 shares of 8.00% Series A Perpetual Strike Preferred Stock of the Company, $0.001 par value per share ("STRK"). The number of Shares reported as beneficially owned by SIG Brokerage, LP includes options to buy 1,500 Shares. The number of Shares reported as beneficially owned by Susquehanna Investment Group consists of options to buy 49,000 Shares. The number of Shares reported as beneficially owned by Susquehanna Securities, LLC includes (i) options to buy 8,527,800 Shares and (ii) 10 Shares issuable upon redemption of 100 shares of STRK. Each share of STRK is redeemable at the option of the holder for one tenth (1/10) of a Share. The Company's Prospectus Supplement (to its Prospectus dated January 27, 2025, Registration No. 333-284510), filed on March 21, 2025, indicates that there were 240,816,421 Shares outstanding as of March 16, 2025. 4.8 The information required by this Item 4(c)(i) is set forth in Row 5 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The information required by this Item 4(c)(ii) is set forth in Row 6 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The information required by this Item 4(c)(iii) is set forth in Row 7 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The information required by this Item 4(c)(iv) is set forth in Row 8 of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. N Y Y Y Y Y N By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. EXHIBIT INDEX EXHIBIT DESCRIPTION _ _ 24 Limited Power of Attorney 99 Joint Filing Agreement Capital Ventures International /s/ Brian Sopinsky Brian Sopinsky, Assistant Secretary of Susquehanna Advisors Group, Inc. 05/15/2025 Susquehanna Advisors Group, Inc. /s/ Brian Sopinsky Brian Sopinsky, Assistant Secretary 05/15/2025 G1 Execution Services, LLC /s/ Brian Sopinsky Brian Sopinsky, Secretary 05/15/2025 SIG Brokerage, LP /s/ Brian Sopinsky Brian Sopinsky, Assistant Secretary 05/15/2025 Susquehanna Investment Group /s/ Brian Sopinsky Brian Sopinsky, General Counsel 05/15/2025 Susquehanna Securities, LLC /s/ Brian Sopinsky Brian Sopinsky, Secretary 05/15/2025 Susquehanna Advisors Group, Inc. serves as authorized agent of Capital Ventures International pursuant to a Limited Power of Attorney, a copy of which is attached as Exhibit 24 hereto.