DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

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  ☐

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  Preliminary Proxy Statement
  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
  Definitive Proxy Statement
  Definitive Additional Materials
  Soliciting Material under §240.14a-12

MicroStrategy Incorporated

(Name of registrant as specified in its charter)

 

(Name of person(s) filing proxy statement, if other than the registrant)

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on May 30, 2018.

 

 

 

MICROSTRATEGY INCORPORATED

 

 

 

LOGO

 

MICROSTRATEGY INCORPORATED

ATTN: GENERAL COUNSEL

1850 TOWERS CRESCENT PLAZA

TYSONS CORNER, VA 22182

  Meeting Information
   

 

Meeting Type:          Annual Meeting

   

 

For holders as of:     April 5, 2018

   

 

Date:  May 30, 2018             Time:  10:00 a.m., local time

   

 

Location:  1850 Towers Crescent Plaza

                       Tysons Corner, VA 22182
     
   

 

You are receiving this communication because you hold shares in the company named above.

   

 

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

   

 

We encourage you to access and review all of the important information contained in the proxy materials before voting.

 

   

See the reverse side of this notice to obtain proxy materials and voting instructions.

 

   
  E44062-P06569  


— Before You Vote —

How to Access the Proxy Materials

 

 

  

 

Proxy Materials Available to VIEW or RECEIVE:

 
   NOTICE AND PROXY STATEMENT        ANNUAL REPORT
 
   How to View Online:
 
   Visit www.proxyvote.com and use the information that is printed in the box marked by the arrow LOGO (located on the following page) to login and access the materials.
 
   How to Request and Receive a PAPER or E-MAIL Copy:
   If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
   
  

1) BY INTERNET:

   www.proxyvote.com
  

2) BY TELEPHONE:

   1-800-579-1639
  

3) BY E-MAIL*:

   sendmaterial@proxyvote.com
 
  

*  If requesting proxy materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow LOGO (located on the following page) in the subject line.

 
  

Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 16, 2018 to facilitate timely delivery.

 

— How To Vote —
Please Choose One of the Following Voting Methods
     
  

 

Vote In Person: Our stockholder meeting has admissions requirements, which are detailed in the Proxy Statement. At the meeting, you will need to request a ballot to vote.

 

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow LOGO available and follow the instructions.

 

Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

 

     

E44063-P06569


                     Voting Items                    

The Board of Directors recommends you vote FOR

the following:

  

1.  To elect the following six (6) directors for the next year.

Nominees:

  

 

01)  Michael J. Saylor

02)  Margaret A. Breya

03)  Stephen X. Graham

04)  Jarrod M. Patten

05)  Leslie J. Rechan

06)  Carl J. Rickertsen

 

The Board of Directors recommends you vote FOR the following proposals:

 

2.  To approve Amendment No. 4 to the MicroStrategy Incorporated 2013 Stock Incentive Plan to, among other things, increase the number of shares of class A common stock authorized for issuance under such plan from 1,700,000 to 2,300,000.

 

3.  To ratify the selection of KPMG LLP as MicroStrategy Incorporated’s independent registered public accounting firm for the fiscal year ending December 31, 2018.

NOTE: The proxies are authorized to vote, in their discretion, upon such other business as may properly come before the meeting or any adjournment thereof.

E44064-P06569


 

 

 

 

 

E44065-P06569