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| LEI | 549300WQTWEJUEHXQX21 |
| CIK | 1050446 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Strategy Inc - Preferred Stock
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| September 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 31, 2025 STRATEGY INC (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| September 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 2, 2025 STRATEGY INC (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission File Num |
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| August 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 28, 2025 STRATEGY INC (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 25, 2025 STRATEGY INC (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 18, 2025 STRATEGY INC (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission File Numbe |
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| August 18, 2025 |
MSTR Equity Guidance Calculated by dividing Enterprise Value by Bitcoin NAV, as presented on Strategy. |
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| August 11, 2025 |
SECOND AMENDED AND RESTATED BY-LAWS STRATEGY INC ARTICLE I. EX-3.2 Exhibit 3.2 SECOND AMENDED AND RESTATED BY-LAWS OF STRATEGY INC ARTICLE I. STOCKHOLDERS Section 1.1. Place of Meetings. All meetings of stockholders shall be held at such place, either within or without the state of Delaware, as may be designated from time to time by resolution of the Board of Directors. Section 1.2. Annual Meetings. An annual meeting of stockholders shall be held for the e |
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| August 11, 2025 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| August 11, 2025 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO SECOND RESTATED CERTIFICATE OF INCORPORATION OF MICROSTRATEGY INCORPORATED Pursuant to Section 242 of the General Corporation Law of the State of Delaware MicroStrategy Incorporated, a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify that: 1. The Second Restated |
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| August 5, 2025 |
Notice to Stockholders under Section 204 of the Delaware General Corporation Law. Exhibit 99.1 On July 29, 2025, the board of directors (the “Board”) of MicroStrategy Incorporated® d/b/a Strategy™ (“Strategy” or the “Company”) adopted resolutions (the “Resolutions”) approving the ratification of the issuance of 5,480,784 shares of the Company’s 8.00% Series A Perpetual Strike Preferred Stock (the “STRK Stock”), 2,012,755 shares of 10.00% Series A Perpetual Strife Preferred Stoc |
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| August 5, 2025 |
Certificate of Validation for 10.00% Series A Perpetual Stride Preferred Stock. Exhibit 3.14 CERTIFICATE OF VALIDATION OF MICROSTRATEGY INCORPORATED PURSUANT TO SECTION 204 OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE August 1, 2025 MicroStrategy Incorporated, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), does hereby certify as follows: 1. The Company has ratified one or more defective corporate act |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-42509 MICROSTRATE |
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| August 5, 2025 |
Certificate of Validation for 8.00% Series A Perpetual Strike Preferred Stock. Exhibit 3.10 CERTIFICATE OF VALIDATION OF MICROSTRATEGY INCORPORATED PURSUANT TO SECTION 204 OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE August 1, 2025 MicroStrategy Incorporated, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), does hereby certify as follows: 1. The Company has ratified one or more defective corporate act |
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| August 5, 2025 |
Certificate of Validation for 10.00% Series A Perpetual Strife Preferred Stock. Exhibit 3.12 CERTIFICATE OF VALIDATION OF MICROSTRATEGY INCORPORATED PURSUANT TO SECTION 204 OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE August 1, 2025 MicroStrategy Incorporated, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), does hereby certify as follows: 1. The Company has ratified one or more defective corporate act |
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| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 4, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| July 31, 2025 |
Exhibit 1.1 STRATEGY SALES AGREEMENT July 31, 2025 TD SECURITIES (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 BARCLAYS CAPITAL INC. 745 Seventh Avenue New York, New York 10019 THE BENCHMARK COMPANY, LLC 150 East 58th Street, 17th Floor New York, New York 10155 CLEAR STREET LLC 4 World Trade Center, 150 Greenwich St. Floor 45 New York, New York 10007 MORGAN STANLEY & CO. LLC 1585 Broadway |
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| July 31, 2025 |
Strategy Announces $4.2 Billion STRC At-The-Market Program EX-99.1 Exhibit 99.1 Strategy Announces $4.2 Billion STRC At-The-Market Program TYSONS CORNER, Va., July 31, 2025 —Strategy™ (Nasdaq: MSTR; STRK; STRF; STRD; STRC) today announced that it has entered into a sales agreement pursuant to which Strategy may issue and sell shares of its Variable Rate Series A Perpetual Stretch Preferred Stock, $0.001 par value per share (the “STRC Stock”), having an ag |
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| July 31, 2025 |
Exhibit 99.1 Contact: Strategy Shirish Jajodia Corporate Treasurer [email protected] Strategy Announces Second Quarter 2025 Financial Results; Record Net Income of $10.0 Billion and EPS of $32.60 Earnings Highlights ▪ $14.0 billion of Operating Income in Q2 ▪ $10.0 billion of Net Income in Q2 ▪ $32.60 of Diluted Earnings per Share in Q2 Bitcoin Highlights ▪ 628,791 bitcoin holdings at a total cost o |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| July 31, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity Variable Rate Series A Perpetual Stretch Preferred Stock, $0. |
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| July 31, 2025 |
Up to $4,200,000,000 of Variable Rate Series A Perpetual Stretch Preferred Stock 424B5 As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) Up to $4,200,000,000 of Variable Rate Series A Perpetual Stretch Preferred Stock We have entered into a Sales Agreement (the “Sales Agreement”) with TD Securities (USA) LLC, Barclays Capital Inc., The Benchmark Company, LLC, Clear Street LLC, and Morgan Stanley & Co. L |
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| July 31, 2025 |
Certificate of Increase for STRC Stock Exhibit 3.1 CERTIFICATE OF INCREASE OF VARIABLE RATE SERIES A PERPETUAL STRETCH PREFERRED STOCK OF MICROSTRATEGY INCORPORATED July 31, 2025 (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) MicroStrategy Incorporated, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), does hereby certify that, pursuant to |
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| July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 MICROSTRATEGY INCORPORATED (Exact name of Registrant as Specified in Its Charter) Delaware 001-42509 51-0323571 (State or Other Jurisdiction of Incorporation) (Commissio |
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| July 29, 2025 |
8-A12B SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 MicroStrategy Incorporated (Exact name of registrant as specified in charter) Delaware 51-0323571 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 1850 T |
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| July 29, 2025 |
Exhibit 3.4 CERTIFICATE OF INCREASE OF 10.00% SERIES A PERPETUAL STRIDE PREFERRED STOCK OF MICROSTRATEGY INCORPORATED July 25, 2025 (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) MicroStrategy Incorporated, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), does hereby certify that, pursuant to the aut |
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| July 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 29, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| July 29, 2025 |
Exhibit 3.3 CERTIFICATE OF INCREASE OF 10.00% SERIES A PERPETUAL STRIFE PREFERRED STOCK OF MICROSTRATEGY INCORPORATED July 25, 2025 (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) MicroStrategy Incorporated, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), does hereby certify that, pursuant to the aut |
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| July 29, 2025 |
Exhibit 3.1 MicroStrategy Incorporated Certificate of Designations Variable Rate Series A Perpetual Stretch Preferred Stock July 29, 2025 Table of Contents Page Section 1. Definitions 1 Section 2. Rules of Construction 10 Section 3. The Perpetual Stretch Preferred Stock 11 (a) Designation; Par Value 11 (b) Number of Authorized Shares 11 (c) Additional Perpetual Stretch Preferred Stock 11 (d) Form, |
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| July 29, 2025 |
Exhibit 3.2 CERTIFICATE OF INCREASE OF 8.00% SERIES A PERPETUAL STRIKE PREFERRED STOCK OF MICROSTRATEGY INCORPORATED July 25, 2025 (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) MicroStrategy Incorporated, a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Company”), does hereby certify that, pursuant to the auth |
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| July 29, 2025 |
Strategy Announces Closing of $2.521 Billion STRC Stock Initial Public Offering EX-99.1 Exhibit 99.1 Strategy Announces Closing of $2.521 Billion STRC Stock Initial Public Offering TYSONS CORNER, Va.—(BUSINESS WIRE)—July 29, 2025—Strategy™ (Nasdaq: MSTR/STRK/STRF/STRD), the world’s first and largest Bitcoin Treasury Company, today announced the closing of its initial public offering of 28,011,111 shares of Variable Rate Series A Perpetual Stretch Preferred Stock (“STRC”), at |
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| July 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 28, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| July 25, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form 424(B)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity Variable Rate Series A Perpetual Stretch Preferred Stock, $0. |
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| July 25, 2025 |
28,011,111 Shares Variable Rate Series A Perpetual Stretch Preferred Stock 424B5 Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) 28,011,111 Shares Variable Rate Series A Perpetual Stretch Preferred Stock MicroStrategy Incorporated d/b/a Strategy is offering 28,011,111 shares of our Variable Rate Series A Perpetual Stretch Preferred Stock, which we refer to as our “STRC Stock.” |
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| July 25, 2025 |
FWP Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration File No. |
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| July 25, 2025 |
Exhibit 1.1 Execution Version STRATEGY 28,011,111 SHARES OF VARIABLE RATE SERIES A PERPETUAL STRETCH PREFERRED STOCK UNDERWRITING AGREEMENT July 24, 2025 To the Manager (as defined below) as representative of the several Underwriters named in Schedule II hereto Ladies and Gentlemen: MicroStrategy Incorporated d/b/a Strategy, a Delaware corporation (the “Company”), proposes to issue and sell to the |
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| July 25, 2025 |
Strategy Announces Pricing of Initial Public Offering of STRC Stock EX-99.1 Exhibit 99.1 Strategy Announces Pricing of Initial Public Offering of STRC Stock TYSONS CORNER, Va.—(BUSINESS WIRE)—July 25, 2025—Strategy™ (Nasdaq: MSTR/STRK/STRF/STRD) today announced the pricing of its initial public offering on July 24, 2025 of 28,011,111 shares of Variable Rate Series A Perpetual Stretch Preferred Stock (the “STRC Stock”), at a public offering price of $90 per share. |
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| July 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 24, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| July 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| July 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| July 21, 2025 |
Subject to Completion Preliminary Prospectus Supplement Dated July 21, 2025 Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities or a solicitation of an offer to buy these securities in any jurisdiction where the offer and sale is not permi |
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| July 21, 2025 |
Strategy Announces Proposed Initial Public Offering of STRC Stock Exhibit 99.1 Strategy Announces Proposed Initial Public Offering of STRC Stock TYSONS CORNER, Va.—(BUSINESS WIRE)—July 21, 2025—Strategy™ (Nasdaq: MSTR; STRK; STRF; STRD) today announced that, subject to market and other conditions, it intends to conduct an initial public offering registered under the Securities Act of 1933, as amended (the “Securities Act”), of 5,000,000 shares of Strategy’s Vari |
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| July 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 21, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| July 21, 2025 |
Filed Pursuant to Rule 433 of the Securities Act of 1933 Free Writing Prospectus dated July 21, 2025 Relating to the Prospectus Supplements dated March 10, 2025, May 1, 2025, May 22, 2025 and July 7, 2025 and Relating to the Preliminary Prospectus Supplement dated July 21, 2025 Registration No. |
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| July 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 14, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| July 7, 2025 |
Strategy Announces $4.2 Billion STRD At-The-Market Program Exhibit 99.1 Strategy Announces $4.2 Billion STRD At-The-Market Program TYSONS CORNER, Va., July 7, 2025 —Strategy™ (Nasdaq: MSTR; STRK; STRF; STRD) today announced that it has entered into a sales agreement pursuant to which Strategy may issue and sell shares of its 10.00% Series A Perpetual Stride Preferred Stock, $0.001 par value per share (the “STRD Stock”), having an aggregate offering price |
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| July 7, 2025 |
Up to $2,100,000,000 of 10.00% Series A Perpetual Strife Preferred Stock As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 Supplement dated July 7, 2025 To Prospectus Supplement dated May 22, 2025 (To Prospectus Dated January 27, 2025) Up to $2,100,000,000 of 10.00% Series A Perpetual Strife Preferred Stock This supplement amends, supplements or modifies certain information contained in the prospectus supplement, dated May 22, 2025 (the “STRF ATM Prospect |
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| July 7, 2025 |
Filed Pursuant to Rule 433 of the Securities Act of 1933 Free Writing Prospectus dated July 7, 2025 Relating to the Prospectus Supplements dated March 10, 2025, May 1, 2025 and May 22, 2025 and both Prospectus Supplements dated July 7, 2025 Registration No. |
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| July 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 7, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| July 7, 2025 |
EX-3.1 Exhibit 3.1 MicroStrategy Incorporated Certificate of Amendment to Certificate of Designations 8.00% Series A Perpetual Strike Preferred Stock Pursuant to Section 151 of the General Corporation Law of the State of Delaware MicroStrategy Incorporated (the “Company”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby |
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| July 7, 2025 |
EX-1.1 Exhibit 1.1 STRATEGY SALES AGREEMENT July 7, 2025 TD SECURITIES (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 BARCLAYS CAPITAL INC. 745 Seventh Avenue New York, New York 10019 THE BENCHMARK COMPANY, LLC 150 East 58th Street, 17th Floor New York, New York 10155 CLEAR STREET LLC 4 World Trade Center, 150 Greenwich St. Floor 45 New York, New York 10007 MORGAN STANLEY & CO. LLC 1585 Br |
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| July 7, 2025 |
Exhibit 99.3 U.S. Holders Deemed Distributions on the Offered Shares Under Section 305 of the Code, U.S. holders may be treated as receiving a deemed dividend on the Offered Shares upon an increase in the liquidation preference of the Offered Shares. The matter is not entirely clear, and if our board of directors does not declare a distribution on the Offered Shares in respect of any dividend peri |
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| July 7, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity 10. |
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| July 7, 2025 |
EX-1.2 Exhibit 1.2 STRATEGY 10.00% Series A Perpetual Strife Preferred Stock, par value $0.001 per share FIRST AMENDMENT TO SALES AGREEMENT July 7, 2025 TD SECURITIES (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 BARCLAYS CAPITAL INC. 745 Seventh Avenue New York, New York 10019 THE BENCHMARK COMPANY, LLC 150 East 58th Street, 17th Floor New York, New York 10155 MORGAN STANLEY & CO. LLC 15 |
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| July 7, 2025 |
Exhibit 99.2 Holders of perpetual strike preferred stock may be treated as receiving deemed distributions and/or receive distributions paid in class A common stock, and consequently may be subject to tax with respect to the perpetual strike preferred stock under certain circumstances, even though no corresponding distribution of cash has been made. Under Section 305 of the Internal Revenue Code of |
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| July 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 7, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| July 7, 2025 |
Up to $4,200,000,000 of 10.00% Series A Perpetual Stride Preferred Stock 424B5 As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) Up to $4,200,000,000 of 10.00% Series A Perpetual Stride Preferred Stock We have entered into a Sales Agreement (the “Sales Agreement”) with TD Securities (USA) LLC, Barclays Capital Inc., The Benchmark Company, LLC, Clear Street LLC and Morgan Stanley & Co. LLC (colle |
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| July 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 1, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| June 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 30, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| June 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 23, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| June 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 19, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| June 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 12, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| June 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 16, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| June 10, 2025 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 MicroStrategy Incorporated (Exact name of registrant as specified in charter) Delaware 51-0323571 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 1850 Towers C |
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| June 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 10, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| June 10, 2025 |
Exhibit 3.1 MicroStrategy Incorporated Certificate of Designations 10.00% Series A Perpetual Stride Preferred Stock June 10, 2025 Table of Contents Page Section 1. Definitions 1 Section 2. Rules of Construction 9 Section 3. The Perpetual Stride Preferred Stock 10 (a) Designation; Par Value 10 (b) Number of Authorized Shares 10 (c) Additional Perpetual Stride Preferred Stock 10 (d) Form, Dating an |
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| June 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 9, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| June 6, 2025 |
144 0001651669 XXXXXXXX LIVE 0001050446 MICROSTRATEGY Inc 001-42509 1850 TOWERS CRESCENT PLAZA TYSONS CORNER VA 22182 703-848-8600 Le Phong Officer Director Class A Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917 5295 1983193. |
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| June 6, 2025 |
Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration File No. 333-284510 Relating to the Preliminary Prospectus Supplement Dated June 2, 2025 (To Prospectus Dated January 27, 2025) PRICING TERM SHEET June 5, 2025 Strategy Offering of 11,764,700 Shares of 10.00% Series A Perpetual Stride Preferred Stock The information in this pricing term sheet supplements MicroStrategy Incorpora |
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| June 6, 2025 |
Exhibit 1.1 STRATEGY 11,764,700 SHARES OF 10.00% SERIES A PERPETUAL STRIDE PREFERRED STOCK UNDERWRITING AGREEMENT June 5, 2025 To the Manager (as defined below) as representative of the several Underwriters named in Schedule II hereto Ladies and Gentlemen: MicroStrategy Incorporated d/b/a Strategy, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters name |
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| June 6, 2025 |
Strategy Announces Pricing of Initial Public Offering of STRD Stock EX-99.1 Exhibit 99.1 Strategy Announces Pricing of Initial Public Offering of STRD Stock TYSONS CORNER, Va.—(BUSINESS WIRE)—June 6, 2025—Strategy™ (Nasdaq: MSTR/STRK/STRF) today announced the pricing of its initial public offering on June 5, 2025 of 11,764,700 shares of 10.00% Series A Perpetual Stride Preferred Stock (the “STRD Stock”), at a public offering price of $85.00 per share. The issuance |
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| June 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 5, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| June 6, 2025 |
11,764,700 Shares 10.00% Series A Perpetual Stride Preferred Stock 424B5 1 d125757d424b5.htm 424B5 As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) 11,764,700 Shares 10.00% Series A Perpetual Stride Preferred Stock MicroStrategy Incorporated d/b/a Strategy is offering 11,764,700 shares of our 10.00% Series A Perpetual Stride Preferred Stock, which we refer to as our “STRD Stock.” The STRD |
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| June 6, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form 424(B)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity 10. |
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| June 3, 2025 |
FWP Filed Pursuant to Rule 433 of the Securities Act of 1933 Free Writing Prospectus dated June 2, 2025 Relating to the Prospectus Supplements dated March 10, 2025, May 1, 2025, and May 22, 2025 and Relating to the Preliminary Prospectus Supplement dated June 2, 2025 Registration No. |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 2, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| June 2, 2025 |
Subject to Completion Preliminary Prospectus Supplement Dated June 2, 2025 Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities or a solicitation of an offer to buy these securities in any jurisdiction where the offer and sale is not permi |
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| June 2, 2025 |
Strategy Announces Proposed Initial Public Offering of STRD Stock Exhibit 99.1 Strategy Announces Proposed Initial Public Offering of STRD Stock TYSONS CORNER, Va.—(BUSINESS WIRE)—June 2, 2025—Strategy™ (Nasdaq: MSTR; STRK; STRF) today announced that, subject to market and other conditions, it intends to conduct an initial public offering registered under the Securities Act of 1933, as amended (the “Securities Act”), of 2,500,000 shares of Strategy’s 10.00% Seri |
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| June 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 2, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| May 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 26, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| May 27, 2025 |
Strategy Announces ATM and BTC Activity Updates Raised $427.0 million; Purchased 4,020 BTC; Now Holds 580,250 BTC TYSONS CORNER, Va., May 26, 2025 – MicroStrategy® Incorporated d/b/a Strategy™ (Nasdaq: MSTR/STRK/STRF) (“Strategy” or the “Company”), the largest corporate holder of bitcoin and the world’s first Bitcoin Treasury Company, today announced updates with respect to its at-the-market offer |
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| May 22, 2025 |
Up to $2,100,000,000 of 10.00% Series A Perpetual Strife Preferred Stock 424B5 As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) Up to $2,100,000,000 of 10.00% Series A Perpetual Strife Preferred Stock We have entered into a Sales Agreement (the “Sales Agreement”) with TD Securities (USA) LLC, Barclays Capital Inc., and The Benchmark Company, LLC (collectively, the “Agents”), dated May 22, 2025, |
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| May 22, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity 10. |
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| May 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| May 22, 2025 |
FWP Filed Pursuant to Rule 433 of the Securities Act of 1933 Free Writing Prospectus dated May 22, 2025 Relating to the Prospectus Supplements dated March 10, 2025 and May 22, 2025 Registration No. |
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| May 22, 2025 |
Exhibit 1.1 Execution Version STRATEGY SALES AGREEMENT May 22, 2025 TD SECURITIES (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 BARCLAYS CAPITAL INC. 745 Seventh Avenue New York, New York 10019 THE BENCHMARK COMPANY, LLC 150 East 58th Street, 17th Floor New York, New York 10155 Ladies and Gentlemen: MicroStrategy Incorporated d/b/a Strategy, a Delaware corporation (the “Company”), propose |
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| May 22, 2025 |
Strategy Announces $2.1 Billion STRF At-The-Market Program Exhibit 99.1 Strategy Announces $2.1 Billion STRF At-The-Market Program TYSONS CORNER, Va., May 22, 2025 —Strategy™ (Nasdaq: MSTR; STRK; STRF) today announced that it has entered into a sales agreement pursuant to which Strategy may issue and sell shares of its 10.00% Series A Perpetual Strife Preferred Stock, $0.001 par value per share (the “perpetual strife preferred stock”), having an aggregate |
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| May 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 19, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| May 12, 2025 |
144 0001663488 XXXXXXXX LIVE 0001050446 MICROSTRATEGY Inc 001-42509 1850 TOWERS CRESCENT PLAZA TYSONS CORNER VA 22182 703-848-8600 Shao Wei-Ming Officer Class A Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917 10000 4207900. |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 12, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 5, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| May 5, 2025 |
MicroStrategy IncorporatedCLASS ACOMMON STOCKTHIS CERTIFIES THAT Exhibit 4.1 MicroStrategy IncorporatedCLASS ACOMMON STOCKTHIS CERTIFIES THATINCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARECLASS ACOMMON STOCKCUSIP 594972 40 8SEE REVERSE FOR CERTAIN DEFINITIONSIS THE OWNER OFFULLY PAID AND NON-ASSESSABLE SHARES OF THE CLASS A COMMON STOCK, $.001 PAR VALUE OFMicroStrategy Incorporatedtransferable on the books of the Corporation by the holder hereof in person |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-42509 MICROSTRAT |
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| May 1, 2025 |
Up to $21,000,000,000 Class A Common Stock As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) Up to $21,000,000,000 Class A Common Stock We have entered into a Sales Agreement (the “Sales Agreement”) with TD Securities (USA) LLC, The Benchmark Company, LLC, BTIG, LLC, Canaccord Genuity LLC, Cantor Fitzgerald & Co., Mizuho Securities USA LLC, Santander US Capital Mark |
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| May 1, 2025 |
Exhibit 1.1 STRATEGY SALES AGREEMENT May 1, 2025 TD SECURITIES (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 THE BENCHMARK COMPANY, LLC 150 East 58th Street, 17th Floor New York, New York 10155 BTIG, LLC 65 East 55th Street New York, New York 10022 CANACCORD GENUITY LLC 1 Post Office Square, Suite 3000 Boston, Massachusetts 02109 CANTOR FITZGERALD & CO. 110 East 59th Street, 6th Floor New |
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| May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 1, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| May 1, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 01, 2025 MICROSTRATEGY INCORPORATED (Exact name of Registrant as Specified in Its Charter) Delaware 001-42509 51-0323571 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 1, 2025 |
Strategy Announces First Quarter 2025 Financial Results Exhibit 99.1 Contact: Strategy Shirish Jajodia Corporate Treasurer [email protected] Strategy Announces First Quarter 2025 Financial Results • 13.7% “BTC Yield” achieved in 2025 YTD • 61,497 “BTC Gain” achieved in 2025 YTD • $5.8 billion “BTC $ Gain” achieved in 2025 YTD • 553,555 bitcoin holdings at a total cost of $37.90 billion, or $68,459 per bitcoin, as of April 28, 2025 • Announces a new $21 b |
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| May 1, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity Class A Common Stock, par value $0. |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confi |
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| April 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 28, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| April 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 21, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| April 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 14, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| April 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 7, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 31, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| March 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 25, 2025 MicroStrategy Incorporated (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or Other Jurisdiction of Incorporation) (Commissi |
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| March 25, 2025 |
8-A12B SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 MicroStrategy Incorporated (Exact name of registrant as specified in charter) Delaware 51-0323571 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 1850 T |
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| March 25, 2025 |
Exhibit 3.1 MicroStrategy Incorporated Certificate of Designations 10.00% Series A Perpetual Strife Preferred Stock March 25, 2025 Table of Contents Page Section 1. Definitions 1 Section 2. Rules of Construction 10 Section 3. The Perpetual Strife Preferred Stock 11 (a) Designation; Par Value 11 (b) Number of Authorized Shares 11 (c) Additional Perpetual Strife Preferred Stock 11 (d) Form, Dating a |
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| March 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 24, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| March 21, 2025 |
EX-1.1 Exhibit 1.1 STRATEGY 8,500,000 SHARES OF 10.00% SERIES A PERPETUAL STRIFE PREFERRED STOCK UNDERWRITING AGREEMENT March 20, 2025 To the Manager (as defined below) as representative of the several Underwriters named in Schedule II hereto Ladies and Gentlemen: MicroStrategy Incorporated d/b/a Strategy, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwrite |
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| March 21, 2025 |
8,500,000 Shares 10.00% Series A Perpetual Strife Preferred Stock Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) 8,500,000 Shares 10.00% Series A Perpetual Strife Preferred Stock MicroStrategy Incorporated d/b/a Strategy is offering 8,500,000 shares of our 10.00% Series A Perpetual Strife Preferred Stock, which we refer to as our “perpetual strife preferred stock.” Th |
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| March 21, 2025 |
FWP Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration File No. |
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| March 21, 2025 |
Strategy Prices Perpetual Strife Preferred Stock Offering EX-99.1 Exhibit 99.1 Strategy Prices Perpetual Strife Preferred Stock Offering TYSONS CORNER, Va.—(BUSINESS WIRE)—March 21, 2025— Strategy™ (Nasdaq: MSTR/STRK) (the “Company”) today announced the pricing of its offering on March 20, 2025 of 8,500,000 shares of 10.00% Series A Perpetual Strife Preferred Stock (the “perpetual strife preferred stock”), at a public offering price of $85.00 per share. |
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| March 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 20, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| March 21, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form 424(b)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity 10. |
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| March 18, 2025 |
Subject to Completion Preliminary Prospectus Supplement Dated March 18, 2025 424B5 Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities or a solicitation of an offer to buy these securities in any jurisdiction where the offer and sale is not |
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| March 18, 2025 |
Strategy Announces Proposed STRF Perpetual Preferred Stock Offering Exhibit 99.1 Strategy Announces Proposed STRF Perpetual Preferred Stock Offering TYSONS CORNER, Va.—(BUSINESS WIRE)—March 18, 2025—Strategy™ (Nasdaq: MSTR; STRK) today announced that, subject to market and other conditions, it intends to offer, in a public offering registered under the Securities Act of 1933, as amended (the “Securities Act”), 5,000,000 shares of Strategy’s Series A Perpetual Stri |
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| March 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 18, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| March 18, 2025 |
Filed Pursuant to Rule 433 of the Securities Act of 1933 Filed Pursuant to Rule 433 of the Securities Act of 1933 Free Writing Prospectus dated March 18, 2025 Relating to the Preliminary Prospectus Supplement dated March 18, 2025 Registration No. |
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| March 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 17, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| March 14, 2025 |
Filed Pursuant to Rule 433 of the Securities Act of 1933 FWP Filed Pursuant to Rule 433 of the Securities Act of 1933 Free Writing Prospectus dated March 14, 2025 Relating to the Prospectus dated March 10, 2025 Registration No. |
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| March 10, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form 424(B)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity 8. |
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| March 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 10, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| March 10, 2025 |
Strategy Announces $21 Billion STRK At-The-Market Program EX-99.1 Exhibit 99.1 Strategy Announces $21 Billion STRK At-The-Market Program TYSONS CORNER, Va., March 10, 2025 —Strategy™ (Nasdaq: MSTR; STRK) today announced that it has entered into a sales agreement pursuant to which Strategy may issue and sell shares of its 8.00% series A perpetual strike preferred stock, $0.001 par value per share (the “perpetual strike preferred stock”), having an aggrega |
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| March 10, 2025 |
EX-1.1 Exhibit 1.1 STRATEGY SALES AGREEMENT March 10, 2025 TD SECURITIES (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 BARCLAYS CAPITAL INC. 745 Seventh Avenue New York, New York 10019 THE BENCHMARK COMPANY, LLC 150 East 58th Street, 17th Floor New York, New York 10155 BTIG, LLC 65 East 55th Street New York, New York 10022 CANACCORD GENUITY LLC 1 Post Office Square, Suite 3000 Boston, Mas |
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| March 10, 2025 |
Up to $21,000,000,000 of 8.00% Series A Perpetual Strike Preferred Stock 424B5 Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) Up to $21,000,000,000 of 8.00% Series A Perpetual Strike Preferred Stock We have entered into a Sales Agreement (the “Sales Agreement”) with TD Securities (USA) LLC, Barclays Capital Inc., The Benchmark Company, LLC, BTIG, LLC, Canaccord Genuity LLC, |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 3, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 24, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commi |
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| February 24, 2025 |
Strategy Completes $2 Billion Offering of 0% Convertible Senior Notes Due 2030 EX-99.1 Exhibit 99.1 Strategy Completes $2 Billion Offering of 0% Convertible Senior Notes Due 2030 TYSONS CORNER, Va., February 24, 2025 —Strategy™ (Nasdaq: MSTR) today announced that it completed its previously announced offering of its 0% convertible senior notes due 2030 (the “notes”). The aggregate principal amount of the notes sold in the offering was $2 billion. The notes were sold in a pri |
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| February 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 21, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commi |
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| February 24, 2025 |
Exhibit 4.1 MICROSTRATEGY INCORPORATED D/B/A STRATEGY and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of February 21, 2025 0% Convertible Senior Notes due 2030 TABLE OF CONTENTS Page Article 1. Definitions; Rules of Construction 1 Section 1.01. Definitions 1 Section 1.02. Other Definitions 14 Section 1.03. Rules of Construction 14 Article 2. The Notes 15 Section 2.0 |
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| February 20, 2025 |
Strategy Announces Proposed Private Offering of $2.0 Billion of Convertible Senior Notes EX-99.1 Exhibit 99.1 Strategy Announces Proposed Private Offering of $2.0 Billion of Convertible Senior Notes TYSONS CORNER, Va., February 18, 2025 —Strategy™ (Nasdaq: MSTR) today announced that it intends to offer, subject to market conditions and other factors, $2.0 billion aggregate principal amount of its 0% convertible senior notes due 2030 (the “notes”) in a private offering to persons reaso |
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| February 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 18, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commi |
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| February 20, 2025 |
Strategy Announces Pricing of Offering of $2.0 Billion of Convertible Senior Notes EX-99.2 Exhibit 99.2 Strategy Announces Pricing of Offering of $2.0 Billion of Convertible Senior Notes TYSONS CORNER, Va., February 20, 2025— Strategy™ (Nasdaq: MSTR) today announced the pricing of its offering of $2.0 billion aggregate principal amount of its 0% convertible senior notes due 2030 (the “notes”) in a private offering to persons reasonably believed to be qualified institutional buye |
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| February 18, 2025 |
Amendment No. 1 to the 2023 Plan. Exhibit 10.16 MICROSTRATEGY INCORPORATED Plan Amendment & Current Plan Pursuant to Section 12(d) of the 2023 Equity Incentive Plan (the “Plan”) of MicroStrategy Incorporated (the “Company”), the Plan is hereby amended as follows: 1. Section 4(c) of the Plan is amended to read in its entirety as follows: (c) Awards to Outside Directors. (i) Annual Grant. Beginning in 2023, on May 31 of each year, e |
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| February 18, 2025 |
Summary of Perquisites and Associated Other Compensation Arrangements for Named Executive Officers. Exhibit 10.37 Summary of Perquisites and Associated Other Compensation Arrangements for Named Executive Officers This Summary sets forth, as of February 18, 2025, perquisites and other personal benefits that MicroStrategy Incorporated d/b/a Strategy (“Strategy” and, collectively with its subsidiaries, the “Company”) provides to its “named executive officers,” as defined in Item 402 of Regulation S |
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| February 18, 2025 |
MicroStrategy Incorporated Insider Trading Policy Exhibit 19 MicroStrategy Incorporated - Insider Trading Policy I. Overview A. General Overview This policy (including all addenda and exhibits) (“Policy”) provides guidelines regarding transactions in the securities of MicroStrategy Incorporated (together with its subsidiaries, “MicroStrategy” or the “Company”). The purpose of this Policy is (i) to diminish the likelihood of trading on inside info |
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| February 18, 2025 |
Exhibit 4.2 DESCRIPTION OF the registrant’s registered securities Class A common stock, par value $0.001 per share (the “Class A”), and class B common stock, par value $0.001 per share (the “Class B”), constitute the common stock of MicroStrategy Incorporated d/b/a Strategy (the “Company”) and 8.00% Series A Perpetual Strike Preferred Stock, par value $0.001 per share (the “Series A Strike Preferr |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-42509 MICROSTRATEGY INCORPORATED |
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| February 18, 2025 |
Subsidiaries of the registrant. Exhibit 21.1 SUBSIDIARIES OF THE REGISTRANT MicroStrategy Incorporated’s subsidiaries as of February 18, 2025 are listed below. 821,393 LLC (Delaware) MicroStrategy Holdings (Hong Kong) Co. Ltd. (Hong Kong) MacroStrategy LLC (Delaware) MicroStrategy Ibérica, S.L.U. (Spain) Macro1 LLC (Delaware) MicroStrategy India Private Limited (India) MicroStrategy Administration Corporation (Delaware) MicroStr |
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| February 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 18, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 001-42509 51-0323571 (State or other jurisdiction of incorporation) (Commi |
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| February 18, 2025 |
Exhibit 10.38 Summary of Director Fees, Equity Grants, Perquisites, and Associated Other Compensation Arrangements for Non-Employee Directors This Summary sets forth, as of February 18, 2025, director fees, equity grants, perquisites, and other personal benefits that MicroStrategy Incorporated d/b/a Strategy (“Strategy” and, collectively with its subsidiaries, the “Company”) provides to the non-em |
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| February 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 10, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| February 6, 2025 |
EX-24 2 PowerOfAttorney.txt POWER OF ATTORNEY The undersigned, BlackRock, Inc., a corporation duly organized under the laws of the State of Delaware, United States (the "Company"), does hereby make, constitute and appoint each of Eric Andruczyk, Richard Cundiff, R. Andrew Dickson, III, Spencer Fleming, Laura Hildner, David Maryles, Christopher Meade, Charles Park, James Raby, Daniel Riemer, David |
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| February 5, 2025 |
Strategy Announces Fourth Quarter 2024 Financial Results; Holds 471,107 BTC Exhibit 99.1 Contact: Strategy Shirish Jajodia Corporate Treasurer [email protected] Strategy Announces Fourth Quarter 2024 Financial Results; Holds 471,107 BTC • 74.3% “BTC Yield” KPI achieved in FY 2024 and 2.9% in QTD 2025 • Revises annual BTC Yield target to a minimum of 15% for 2025 • Announces new “BTC Gain” and “BTC $ Gain” KPIs • Announces an annual “BTC $ Gain” target of $10 billion fo |
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| February 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 05, 2025 MICROSTRATEGY INCORPORATED (Exact name of Registrant as Specified in Its Charter) Delaware 0-24435 51-0323571 (State or Other Jurisdiction of Incorporation) (Commiss |
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| February 5, 2025 |
EX-3.1 Exhibit 3.1 MicroStrategy Incorporated Certificate of Designations 8.00% Series A Perpetual Strike Preferred Stock February 5, 2025 Table of Contents Page Section 1. Definitions 1 Section 2. Rules of Construction 13 Section 3. The Perpetual Strike Preferred Stock 13 (a) Designation; Par Value 13 (b) Number of Authorized Shares 13 (c) Additional Perpetual Strike Preferred Stock 14 (d) Form, |
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| February 5, 2025 |
8-A12B SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 MicroStrategy Incorporated (Exact name of registrant as specified in charter) Delaware 51-0323571 (State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.) 1850 T |
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| February 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 5, 2025 MicroStrategy Incorporated (Exact name of registrant as specified in its charter) Delaware 000-24435 51-0323571 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 3, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities Fees to Be Paid Equity 8. |
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| February 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 3, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| February 3, 2025 |
7,300,000 Shares 8.00% Series A Perpetual Strike Preferred Stock 424B5 Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-284510 PROSPECTUS SUPPLEMENT (To Prospectus Dated January 27, 2025) 7,300,000 Shares 8.00% Series A Perpetual Strike Preferred Stock We are offering 7,300,000 shares of our 8.00% Series A Perpetual Strike Preferred Stock, which we refer to as our “perpetual strike preferred stock.” DIVIDENDS The perpetual strike pre |
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| January 31, 2025 |
Issuer Free Writing Prospectus Filed Pursuant to Rule 433 Registration File No. 333-284510 Relating to the Preliminary Prospectus Supplement Dated January 27, 2025 (To Prospectus Dated January 27, 2025) PRICING TERM SHEET January 30, 2025 MicroStrategy Incorporated Offering of 7,300,000 Shares of 8.00% Series A Perpetual Strike Preferred Stock The information in this pricing term sheet supplements |
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| January 31, 2025 |
EX-1.1 Exhibit 1.1 MICROSTRATEGY INCORPORATED 7,300,000 SHARES OF 8.00% SERIES A PERPETUAL STRIKE PREFERRED STOCK UNDERWRITING AGREEMENT January 30, 2025 To the Manager (as defined below) as representative of the several Underwriters named in Schedule II hereto Ladies and Gentlemen: MicroStrategy Incorporated, a Delaware corporation (the “Company”), proposes to issue and sell to the several underw |
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| January 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 30, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| January 31, 2025 |
MicroStrategy Prices Strike Preferred Stock Offering (STRK) EX-99.1 Exhibit 99.1 MicroStrategy Prices Strike Preferred Stock Offering (STRK) TYSONS CORNER, Va.—(BUSINESS WIRE)—January 31, 2025—MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced the pricing of its offering on January 30, 2025 of 7,300,000 shares of 8.00% Series A Perpetual Strike Preferred Stock (the “perpetual strike preferred stock”), at a public offering price of |
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| January 27, 2025 |
Subject to Completion Preliminary Prospectus Supplement Dated January 27, 2025 424B5 Table of Contents The information in this preliminary prospectus supplement is not complete and may be changed. |
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| January 27, 2025 |
EX-4.3 Exhibit 4.3 MICROSTRATEGY INCORPORATED and Trustee INDENTURE Dated as of SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE1 Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04(c) 312(c) 4.04(c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 314(a) 4.02 31 |
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| January 27, 2025 |
As filed with the Securities and Exchange Commission on January 27, 2025 S-3ASR As filed with the Securities and Exchange Commission on January 27, 2025 Registration No. |
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| January 27, 2025 |
Form of Subordinated Indenture. EX-4.4 Exhibit 4.4 MICROSTRATEGY INCORPORATED and Trustee INDENTURE Dated as of SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE 1 Section of Trust Indenture Act of 1939, as amended Section of Indenture 310(a) 6.09 310(b) 6.08 6.10 310(c) Inapplicable 311(a) 6.13 311(b) 6.13 311(c) Inapplicable 312(a) 4.01 4.04 312(b) 4.04(c) 312(c) 4.04(c) 313(a) 4.03 313(b) 4.03 313(c) 4.03 313(d) 4.03 |
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| January 27, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 27, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| January 27, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter ) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt Debt Securities 457(r) (1) (1) (1) (1) (1) Fees to Be Paid Equity Class A Common Stock, par value $0. |
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| January 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 24, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| January 23, 2025 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO SECOND RESTATED CERTIFICATE OF INCORPORATION OF MICROSTRATEGY INCORPORATED Pursuant to Section 242 of the General Corporation Law of the State of Delaware MicroStrategy Incorporated (hereinafter called the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, does hereby certi |
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| January 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 21, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| January 21, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 21, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| January 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 13, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| January 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 6, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| January 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 3, 2025 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissio |
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| January 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confi |
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| January 3, 2025 |
MicroStrategy to Target a Capital Raise of Up to $2 Billion of Preferred Stock EX-99.1 Exhibit 99.1 MicroStrategy to Target a Capital Raise of Up to $2 Billion of Preferred Stock Tysons Corner, Va., January 3, 2025 — MicroStrategy Incorporated (Nasdaq: MSTR) (“MicroStrategy”), in furtherance of its previously announced 21/21 Plan, a capital plan to raise $21 billion of equity and $21 billion of fixed income instruments, including debt, convertible notes and preferred stock, |
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| January 3, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Prox |
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| December 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 30, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| December 23, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy |
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| December 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 23, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 20, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| December 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 16, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| December 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 9, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| December 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 2, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| November 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 25, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| November 21, 2024 |
EX-4.1 Exhibit 4.1 MICROSTRATEGY INCORPORATED AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of November 21, 2024 0% Convertible Senior Notes due 2029 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation |
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| November 21, 2024 |
MicroStrategy Completes $3,000,000,000 Offering of 0% Convertible Senior Notes Due 2029 EX-99.1 Exhibit 99.1 MicroStrategy Completes $3,000,000,000 Offering of 0% Convertible Senior Notes Due 2029 TYSONS CORNER, Va., November 21, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that it completed its previously announced offering of its 0% convertible senior notes due 2029 (the “notes”). The aggregate principal amount of the notes sold in the offerin |
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| November 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 21, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| November 20, 2024 |
MicroStrategy Announces Proposed Private Offering of $1.75 Billion of Convertible Senior Notes EX-99.1 Exhibit 99.1 MicroStrategy Announces Proposed Private Offering of $1.75 Billion of Convertible Senior Notes TYSONS CORNER, Va., November 18, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that it intends to offer, subject to market conditions and other factors, $1.75 billion aggregate principal amount of its 0% convertible senior notes due 2029 (the “no |
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| November 20, 2024 |
MicroStrategy Announces Pricing of Offering of 0% Convertible Senior Notes EX-99.2 Exhibit 99.2 MicroStrategy Announces Pricing of Offering of 0% Convertible Senior Notes TYSONS CORNER, Va., November 20, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced the pricing of its offering of $2.6 billion aggregate principal amount of its 0% convertible senior notes due 2029 (the “notes”). The notes will be sold in a private offering only to pers |
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| November 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 18, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| November 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 18, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| November 14, 2024 |
MSTR / MicroStrategy Incorporated / SUSQUEHANNA SECURITIES, LLC - SC 13G/A Passive Investment CUSIP No: 594972408 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2. (Amendment No. 2)* MicroStrategy Incorporated (Name of Issuer) Class A Common Stock, $0.001 par value per share (Title of Class of Securities) 594972408 |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): November 11, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commiss |
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| November 12, 2024 |
EX-99.1 Exhibit 99.1 MicroStrategy Announces BTC and ATM Activity Raised $2.03 billion; Purchased 27,200 BTC; Now Holds 279,420 BTC with BTC Yield of 26.4% YTD TYSONS CORNER, Va., November 11, 2024 - MicroStrategy® Incorporated (Nasdaq: MSTR) (the “Company”), the largest corporate holder of bitcoin and the world’s first Bitcoin Treasury Company, today announced updates with respect to its bitcoin |
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| October 31, 2024 |
Exhibit 4.1 MicroStrategy IncorporatedCLASS ACOMMON STOCKTHIS CERTIFIES THATINCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARECLASS ACOMMON STOCKCUSIP 594972 40 8SEE REVERSE FOR CERTAIN DEFINITIONSIS THE OWNER OFFULLY PAID AND NON-ASSESSABLE SHARES OF THE CLASS A COMMON STOCK, $.001 PAR VALUE OFMicroStrategy Incorporatedtransferable on the books of the Corporation by the holder hereof in person |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-24435 MICROS |
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| October 30, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Newly Registered Securities Fees to Be Paid Equity Class A Common Stock, par value $0. |
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| October 30, 2024 |
Exhibit 99.1 Contact: MicroStrategy Incorporated Shirish Jajodia Investor Relations [email protected] MicroStrategy Announces Third Quarter 2024 Financial Results Holds 252,220 BTC with BTC Yield of 17.8% YTD, Announces $42 Billion Capital Plan • 5.1% “BTC Yield” KPI achieved in Q3 2024 • Announces a $21 billion at-the-market (ATM) equity offering • Announces a target of raising $21 billion usi |
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| October 30, 2024 |
EX-1.1 Exhibit 1.1 SALES AGREEMENT October 30, 2024 TD SECURITIES (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 BARCLAYS CAPITAL INC. 745 Seventh Avenue New York, New York 10019 THE BENCHMARK COMPANY, LLC 150 East 58th Street, 17th Floor New York, New York 10155 BTIG, LLC 65 East 55th Street New York, New York 10022 CANACCORD GENUITY LLC 1 Post Office Square, Suite 3000 Boston, Massachuse |
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| October 30, 2024 |
Up to $21,000,000,000 Class A Common Stock Table of Contents As Filed Pursuant to Rule 424(b)(5) Registration No. 333-281175 PROSPECTUS SUPPLEMENT (To Prospectus Dated August 1, 2024) Up to $21,000,000,000 Class A Common Stock We have entered into a Sales Agreement (the “Sales Agreement”) with TD Securities (USA) LLC, Barclays Capital Inc., The Benchmark Company, LLC, BTIG, LLC, Canaccord Genuity LLC, Cantor Fitzgerald & Co., Maxim Group L |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 30, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commissi |
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| October 30, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 MICROSTRATEGY INCORPORATED (Exact name of Registrant as Specified in Its Charter) Delaware 0-24435 51-0323571 (State or Other Jurisdiction of Incorporation) (Commissi |
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| October 25, 2024 |
EX-99.1 Exhibit 1 IDENTITY OF MEMBERS OF GROUP Alcantara LLC, a Delaware limited liability company, is the holder of 19,616,680 shares of class B common stock of MicroStrategy Incorporated (“Class B Common Stock”) as of September 30, 2024. Shares of Class B Common Stock are convertible at any time at the option of the holder into shares of class A common stock of MicroStrategy Incorporated on a on |
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| October 25, 2024 |
MSTR / MicroStrategy Incorporated / SAYLOR MICHAEL J - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 20) MICROSTRATEGY INCORPORATED (Name of Issuer) Class A Common Stock (Title of Class of Securities) 594972 40 8 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| September 20, 2024 |
EX-4.1 Exhibit 4.1 MICROSTRATEGY INCORPORATED AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of September 19, 2024 0.625% Convertible Senior Notes due 2028 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 14 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designa |
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| September 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 19, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commis |
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| September 20, 2024 |
MicroStrategy Completes $1.01 Billion Offering of 0.625% Convertible Senior Notes Due 2028 EX-99.1 Exhibit 99.1 MicroStrategy Completes $1.01 Billion Offering of 0.625% Convertible Senior Notes Due 2028 TYSONS CORNER, Va., September 20, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that, on September 19, 2024, it completed its previously announced offering of 0.625% convertible senior notes due 2028 (the “notes”). The aggregate principal amount of t |
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| September 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 20, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commis |
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| September 18, 2024 |
MicroStrategy Announces Proposed Private Offering of $700 Million of Convertible Senior Notes Exhibit 99.1 MicroStrategy Announces Proposed Private Offering of $700 Million of Convertible Senior Notes TYSONS CORNER, Va., September 16, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that it intends to offer, subject to market conditions and other factors, $700 million aggregate principal amount of convertible senior notes due 2028 (the “notes”) in a priva |
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| September 18, 2024 |
MicroStrategy Announces Pricing of Offering of Convertible Senior Notes Exhibit 99.2 MicroStrategy Announces Pricing of Offering of Convertible Senior Notes TYSONS CORNER, Va., September 18, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced the pricing of its offering of $875 million aggregate principal amount of 0.625% convertible senior notes due 2028 (the “notes”). The notes will be sold in a private offering to persons reasonably |
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| September 18, 2024 |
MicroStrategy Announces Conditional Full Redemption of 6.125% Senior Secured Notes due 2028 Exhibit 99.3 MicroStrategy Announces Conditional Full Redemption of 6.125% Senior Secured Notes due 2028 TYSONS CORNER, Va., September 16, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that it delivered a notice, dated September 16, 2024, of conditional full redemption (the “Notice”) to the trustee of MicroStrategy’s outstanding 6.125% Senior Secured Notes due |
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| September 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 16, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commis |
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| September 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 13, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commis |
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| August 6, 2024 |
U.S. Form of Performance Stock Unit Agreement (May 2024). Exhibit 10.7 MICROSTRATEGY INCORPORATED Performance Stock Unit Agreement Granted Under 2023 Equity Incentive Plan MicroStrategy Incorporated, a Delaware corporation (the “Company”), hereby grants the following performance stock units pursuant to its 2023 Equity Incentive Plan. This Notice of Grant and the attached Terms and Conditions (which constitute a part hereof) are collectively the “Agreemen |
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| August 6, 2024 |
Exhibit 10.2 Section 8(b) of each Restricted Stock Unit Agreement granted under the 2013 Stock Incentive Plan (the “2013 Plan”) and each Restricted Stock Unit Agreement and Performance Stock Unit Agreement granted under the 2023 Equity Incentive Plan (the “2023 Plan” and, together with the 2013 Plan, the “Plans”) to Participants (as defined in the Plans) located in the United States, the United Ki |
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| August 6, 2024 |
U.K. Form of Restricted Stock Unit Agreement (May 2024). Exhibit 10.4 MICROSTRATEGY INCORPORATED Restricted Stock Unit Agreement Granted Under the UK Sub-Plan to the 2023 Equity Incentive Plan MicroStrategy Incorporated, a Delaware corporation (the “Company”), hereby grants the following restricted stock units pursuant to its United Kingdom Sub-Plan to its 2023 Equity Incentive Plan. This Notice of Grant and the attached Terms and Conditions (which cons |
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| August 6, 2024 |
International Form of Restricted Stock Unit Agreement (May 2024). Exhibit 10.6 MICROSTRATEGY INCORPORATED Restricted Stock Unit Agreement Granted Under 2023 Equity Incentive Plan MicroStrategy Incorporated, a Delaware corporation (the “Company”), hereby grants the following restricted stock units pursuant to its 2023 Equity Incentive Plan. This Notice of Grant and the attached Terms and Conditions (which constitute a part hereof) are collectively the “Agreement” |
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| August 6, 2024 |
Canada Form of Restricted Stock Unit Agreement (May 2024). Exhibit 10.5 MICROSTRATEGY INCORPORATED Restricted Stock Unit Agreement Granted Under 2023 Equity Incentive Plan MicroStrategy Incorporated, a Delaware corporation (the “Company”), hereby grants the following restricted stock units pursuant to its 2023 Equity Incentive Plan. This Notice of Grant and the attached Terms and Conditions (which constitute a part hereof) are collectively the “Agreement” |
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| August 6, 2024 |
Allocation Agreement dated May 31, 2024 between MicroStrategy Incorporated and Michael J. Saylor. Exhibit 10.1 ALLOCATION AGREEMENT This Allocation Agreement (the “Allocation Agreement”) is entered into as of the 31stday of May, 2024 (the “Effective Date”) by and between MicroStrategy Incorporated (“MicroStrategy,” together with its worldwide subsidiaries, the “Company”) and Michael J. Saylor (“Saylor”) (together, the “Parties”). WHEREAS, MicroStrategy and Saylor are defendants in the action c |
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| August 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-24435 MICROSTRATE |
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| August 6, 2024 |
U.S. Form of Restricted Stock Unit Agreement (May 2024). Exhibit 10.3 MICROSTRATEGY INCORPORATED Restricted Stock Unit Agreement Granted Under 2023 Equity Incentive Plan MicroStrategy Incorporated, a Delaware corporation (the “Company”), hereby grants the following restricted stock units pursuant to its 2023 Equity Incentive Plan. This Notice of Grant and the attached Terms and Conditions (which constitute a part hereof) are collectively the “Agreement” |
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| August 1, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) MicroStrategy Incorporated (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Class A Common Stock, par value $0. |
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| August 1, 2024 |
As filed with the Securities and Exchange Commission on August 1, 2024 As filed with the Securities and Exchange Commission on August 1, 2024 Registration No. |
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| August 1, 2024 |
Exhibit 1.2 SALES AGREEMENT August 1, 2024 TD SECURITIES (USA) LLC 1 Vanderbilt Avenue New York, New York 10017 THE BENCHMARK COMPANY, LLC 150 East 58th Street, 17th Floor New York, New York 10155 BTIG, LLC 65 East 55th Street New York, New York 10022 CANACCORD GENUITY LLC 1 Post Office Square, Suite 3000 Boston, Massachusetts 02110 MAXIM GROUP LLC 300 Park Avenue New York, New York 10022 SG AMERI |
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| August 1, 2024 |
MicroStrategy Announces Second Quarter 2024 Financial Results; Now Holds 226,500 BTC Exhibit 99.1 Contact: MicroStrategy Incorporated Shirish Jajodia Investor Relations [email protected] MicroStrategy Announces Second Quarter 2024 Financial Results; Now Holds 226,500 BTC • Previously announced 10-for-1 forward stock split effective August 7, 2024 • 12,222 bitcoins acquired since the beginning of Q2 for $805.2 million, or $65,882 per bitcoin • 226,500 bitcoin holdings at a total |
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| August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 01, 2024 MICROSTRATEGY INCORPORATED (Exact name of Registrant as Specified in Its Charter) Delaware 0-24435 51-0323571 (State or Other Jurisdiction of Incorporation) (Commissio |
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| July 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 11, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| July 11, 2024 |
MicroStrategy Announces 10-for-1 Stock Split EX-99.1 Exhibit 99.1 MicroStrategy Announces 10-for-1 Stock Split TYSONS CORNER, Va., July 11, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that its board of directors has declared a 10-for-1 stock split of MicroStrategy’s class A common stock and class B common stock to make MicroStrategy’s stock more accessible to investors and employees. The stock split wi |
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| July 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 5, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission F |
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| July 5, 2024 |
Comunicado da MicroStrategy Brasil Ltda. EX-99.1 Exhibit 99.1 São Paulo – Brazil, July 5, 2024. São Paulo, 5 de julho 2024. Statement of MicroStrategy Brasil Ltda. Comunicado da MicroStrategy Brasil Ltda. Re: MicroStrategy Brasil’s Leniency Agreement with the CGU and AGU Ref: Acordo de Leniência da MicroStrategy Brasil com a CGU e AGU 2018 Voluntary Disclosure Results In Leniency Agreement. An internal review initiated in 2018 found Micr |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 20, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| June 20, 2024 |
EX-4.1 Exhibit 4.1 MICROSTRATEGY INCORPORATED AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of June 17, 2024 2.25% Convertible Senior Notes due 2032 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 14 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation a |
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| June 20, 2024 |
MicroStrategy Completes $800 Million Offering of 2.25% Convertible Senior Notes Due 2032 EX-99.1 Exhibit 99.1 MicroStrategy Completes $800 Million Offering of 2.25% Convertible Senior Notes Due 2032 TYSONS CORNER, Va., June 20, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that, on June 18, 2024, it completed its previously announced offering of 2.25% convertible senior notes due 2032 (the “notes”). The aggregate principal amount of the notes sold |
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| June 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 17, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| June 14, 2024 |
MicroStrategy Announces Proposed Private Offering of $500 Million of Convertible Senior Notes EX-99.1 Exhibit 99.1 MicroStrategy Announces Proposed Private Offering of $500 Million of Convertible Senior Notes TYSONS CORNER, Va., June 13, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that it intends to offer, subject to market conditions and other factors, $500 million aggregate principal amount of convertible senior notes due 2032 (the “notes”) in a pr |
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| June 14, 2024 |
MicroStrategy Announces Pricing of Offering of Convertible Senior Notes EX-99.2 Exhibit 99.2 MicroStrategy Announces Pricing of Offering of Convertible Senior Notes TYSONS CORNER, Va., June 14, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced the pricing of its offering of $700 million aggregate principal amount of 2.25% convertible senior notes due 2032 (the “notes”). The notes will be sold in a private offering to persons reasonabl |
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| June 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 13, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| June 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 31, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission F |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 22, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission F |
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| May 1, 2024 |
Summary of Perquisites and Associated Other Compensation Arrangements for Named Executive Officers. Exhibit 10.2 Summary of Perquisites and Associated Other Compensation Arrangements for Named Executive Officers This Summary sets forth, as of May 1, 2024, perquisites and other personal benefits that MicroStrategy Incorporated (“MicroStrategy” and, collectively with its subsidiaries, the “Company”) provides to its “named executive officers,” as defined in Item 402 of Regulation S-K. The Company h |
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| May 1, 2024 |
Exhibit 10.1 MICROSTRATEGY INCORPORATED Restricted Stock Unit Agreement Granted Under 2023 Equity Incentive Plan MicroStrategy Incorporated, a Delaware corporation (the “Company”), hereby grants the following restricted stock units pursuant to its 2023 Equity Incentive Plan. This Notice of Grant and the attached Terms and Conditions (which constitute a part hereof) are collectively the “Agreement” |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-24435 MICROSTRAT |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2024 MICROSTRATEGY INCORPORATED (Exact name of Registrant as Specified in Its Charter) Delaware 0-24435 51-0323571 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 29, 2024 |
MicroStrategy Announces First Quarter 2024 Financial Results; Now Holds 214,400 BTC Exhibit 99.1 Contact: MicroStrategy Incorporated Shirish Jajodia Investor Relations [email protected] MicroStrategy Announces First Quarter 2024 Financial Results; Now Holds 214,400 BTC • 25,250 bitcoins acquired since the end of Q4 for $1.65 billion, or $65,232 per bitcoin • 214,400 bitcoin holdings at a total cost of $7.54 billion, or $35,180 per bitcoin, as of April 26, 2024 • Total Revenues |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confi |
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| April 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| April 10, 2024 |
MSTR / MicroStrategy Incorporated / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0015-microstrategyincorpor.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 15)* Name of issuer: MicroStrategy Incorporated Class A Title of Class of Securities: Common Stock CUSIP Number: 594972408 Date of Event Which Requires Filing of this Statement: March 28, 2024 Check the appropria |
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| March 19, 2024 |
Exhibit 4.1 MICROSTRATEGY INCORPORATED AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of March 18, 2024 0.875% Convertible Senior Notes due 2031 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 14 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and |
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| March 19, 2024 |
MicroStrategy Completes $603.75 Million Offering of 0.875% Convertible Senior Notes Due 2031 Exhibit 99.1 MicroStrategy Completes $603.75 Million Offering of 0.875% Convertible Senior Notes Due 2031 TYSONS CORNER, Va., March 19, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that, on March 18, 2024, it completed its previously announced offering of 0.875% convertible senior notes due 2031 (the “notes”). The aggregate principal amount of the notes sold |
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| March 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 19, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| March 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 18, 2024 MICROSTRATEGY INCORPORATED (Exact name of registrant as specified in its charter) Delaware 0-24435 51-0323571 (State or other jurisdiction of incorporation) (Commission |
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| March 15, 2024 |
MicroStrategy Announces Proposed Private Offering of $500 Million of Convertible Senior Notes EX-99.1 Exhibit 99.1 MicroStrategy Announces Proposed Private Offering of $500 Million of Convertible Senior Notes TYSONS CORNER, Va., March 13, 2024 — MicroStrategy® Incorporated (Nasdaq: MSTR) (“MicroStrategy”) today announced that it intends to offer, subject to market conditions and other factors, $500 million aggregate principal amount of convertible senior notes due 2031 (the “notes”) in a p |
