SEC FORM 4

SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Patten Jarrod M

(Last)

(First)

(Middle)

C/O MICROSTRATEGY INCORPORATED

1850 TOWERS CRESCENT PLAZA

(Street)

TYSONS CORNER

22182

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MICROSTRATEGY Inc [ MSTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
04/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/22/2025		M		1,700	A	$17.598	6,670⁽¹⁾	D
Class A Common Stock	04/22/2025		S		500	D	$335.65	6,170	D
Class A Common Stock	04/22/2025		S		500	D	$340	5,670	D
Class A Common Stock	04/22/2025		S		700	D	$348	4,970	D
Class A Common Stock	04/23/2025		M		1,100	A	$17.598	6,070	D
Class A Common Stock	04/23/2025		S		1,100	D	$355	4,970	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Director Stock Option (Right to buy)	$17.598⁽²⁾	04/22/2025		M			1,700⁽²⁾	⁽²⁾	05/31/2025	Class A Common Stock	1,700	$0	48,300⁽³⁾	D
Director Stock Option (Right to buy)	$17.598	04/23/2025		M			1,100	⁽⁴⁾	05/31/2025	Class A Common Stock	1,100	$0	47,200⁽³⁾	D

Explanation of Responses:

1. On August 7, 2024, the Issuer effected a 10-for-1 forward stock split. See Exhibit A for additional information.

2. As a result of the Stock Dividend, effective August 7, 2024, the exercise price of this option decreased from $175.98 per share to $17.598 per share and the number of shares underlying this option increased from 5,000 shares to 50,000 shares. The 1,700 shares exercised on April 22, 2025 pursuant to this option vested on May 31, 2016. Of the remaining 48,300 shares subject to this option, 10,800 shares vested on May 31, 2016, 12,500 shares vested on May 31, 2017, 12,500 shares vested on May 31, 2018, and 12,500 shares vested on May 31, 2019.

3. See Exhibit A.

4. The 1,100 shares exercised on April 23, 2025 pursuant to this option vested on May 31, 2016. Of the remaining 47,200 shares subject to this option, 9,700 shares vested on May 31, 2016, 12,500 shares vested on May 31, 2017, 12,500 shares vested on May 31, 2018, and 12,500 shares vested on May 31, 2019.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Allein Sabel, Attorney-in-Fact	04/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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Director Patten Jarrod M exercised 2,800 shares at a strike of $17.60 and sold $971,925 worth of shares (2,800 units at $347.12) (SEC Form 4)