MicroStrategy Makes Amendments to Equity Incentive Plan and Authorized Shares

MicroStrategy Incorporated (NASDAQ:MSTR) filed an 8-K with the Securities and Exchange Commission on January 23, 2025, outlining recent amendments made by the company. The amendments included updates to the MicroStrategy Incorporated Equity Incentive Plan and changes to the number of authorized shares of common and preferred stock.

The shareholders of MicroStrategy Incorporated approved an amendment to the company’s 2023 Equity Incentive Plan, termed the 2024 Plan Amendment, during the 2025 Special Meeting of Stockholders held on January 21, 2025. The amendment involved providing non-employee directors newly appointed to the Board with equity awards totaling $2,000,000, split between non-statutory stock options and restricted stock units.

Additionally, on January 22, 2025, MicroStrategy filed an amendment, known as the “Certificate of Amendment,” to its Second Restated Certificate of Incorporation. This amendment increased the number of authorized shares of Class A common stock from 330,000,000 to 10,330,000,000 and of preferred stock from 5,000,000 to 1,005,000,000. Consequently, the total number of authorized shares of capital stock rose from 500,000,000 to 11,500,000,000 shares.

During the Special Meeting on January 21, 2025, several proposals were voted upon by the shareholders. The results indicated approval for the Common Stock Amendment Proposal, the Preferred Stock Amendment Proposal, and the 2024 Plan Amendment Proposal, with significant support for each proposal. In addition, the Adjournment Proposal was approved but deemed unnecessary due to the sufficient number of votes present at the meeting to approve the previous proposals.

These updates were detailed in MicroStrategy’s definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission on January 3, 2025, for further reference. The Certificate of Amendment and voting results for each proposal were included in the 8-K filing.

With these amendments and approvals, MicroStrategy aims to enhance its equity incentive structure and flexibility for future corporate actions.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read MicroStrategy’s 8K filing here.

About MicroStrategy

MicroStrategy Incorporated provides artificial intelligence-powered enterprise analytics software and services in the United States, Europe, the Middle East, Africa, and internationally. It offers MicroStrategy ONE, which provides non-technical users with the ability to directly access novel and actionable insights for decision-making; and MicroStrategy Cloud for Government service, which offers always-on threat monitoring that meets the rigorous technical and regulatory needs of governments and financial institutions.