Kang Andrew 4

What Happened

• Andrew Kang, EVP and CFO of Strategy Inc (MSTR), had 2,071 restricted stock units (RSUs) vest and convert into 2,071 shares on March 11, 2026 (reported as a derivative conversion/exercise). On March 12, 2026 he sold 916 of those shares in the open market at $137.25 each for proceeds of $125,725. The conversion entry shows no cash cost ($0), reflecting the RSU-to-share conversion.

Key Details

• Transaction dates and prices:
  • 2026-03-11: 2,071 RSUs vested and converted to 2,071 shares (derivative conversion/exercise; reported as code M).
  • 2026-03-12: Sold 916 shares at $137.25 each, total proceeds $125,725 (open market sale).
• Net effect on immediate holding: +1,155 shares retained from this vesting event (2,071 vested − 916 sold).
• Unvested awards: 6,213 RSUs remain unvested and will vest in equal annual installments of 2,071 RSUs on March 11 of 2027, 2028 and 2029 (footnote).
• Footnotes: Sale was made under a Rule 10b5-1 instruction (entered May 2, 2024) to satisfy tax withholding on vested awards.
• Filing timeliness: Form 4 filed March 13, 2026 for transactions on March 11–12, 2026 — reported within the standard Section 16 filing window.

Context

• These entries reflect RSU vesting and routine tax-withholding selling rather than a separate discretionary sell decision. The derivative code (M) indicates conversion/exercise of equity awards (RSUs) into shares; a portion was sold immediately under a pre-established 10b5-1 plan to cover taxes. This type of sale is generally considered administrative rather than a standalone market-timing signal.