Brian P. Brooks - Jan 21, 2025 Form 4 Insider Report for MICROSTRATEGY Inc (MSTR)

Role
Director
Signature
/s/ Joseph Phillips, Attorney-in-Fact
Stock symbol
MSTR
Transactions as of
Jan 21, 2025
Transactions value $
$0
Form type
4
Date filed
1/23/2025, 04:11 PM
Previous filing
Dec 30, 2024

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 Director Stock Option (Right to buy) Award $0 +3.71K $0.00 3.71K Jan 21, 2025 Class A Common Stock 3.71K $364.20 Direct F1, F2
transaction MSTR Restricted Stock Units Award $0 +2.75K $0.00 2.75K Jan 21, 2025 Class A Common Stock 2.75K Direct F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These grants were approved by the Board of Directors (the "Board") on December 20, 2024, subject to stockholder approval of an amendment to the MicroStrategy Incorporated 2023 Equity Incentive Plan (the "Plan Amendment"), which provides that, beginning on December 20, 2024, upon the initial election of a non-employee director to the Board, such director will be automatically granted equity awards with an aggregate fair value of $2,000,000 (split evenly between RSUs and options), vesting in equal annual installments over four years. The stockholders approved the Plan Amendment on January 21, 2025.
F2 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.
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.