Kang Andrew 4
4 · Strategy Inc · Filed Mar 25, 2026
Research Summary
AI-generated summary of this filing
Strategy (MSTR) EVP & CFO Andrew Kang Sells Shares After RSU Settlement
What Happened
Andrew Kang, EVP & CFO of Strategy Inc. (MSTR), had restricted stock units (RSUs) settle into common shares on March 23, 2026 (conversion/exercise of derivative). 5,330 shares were acquired on settlement (reported with $0.00 cash cost). Following the settlement, Kang sold 2,373 shares on March 24, 2026 in open-market transactions for total proceeds of about $328,266. These sales were made pursuant to a pre-established Rule 10b5-1 plan to satisfy the tax-withholding obligation related to the RSU vesting.
Key Details
- Transactions:
- 2026-03-23: Conversion/settlement of 5,330 RSUs into 5,330 shares (derivative exercise/settlement; $0.00 reported cash price).
- 2026-03-24: Three open-market sales totaling 2,373 shares for aggregate proceeds of ~$328,266:
- 1,261 shares — weighted avg price $137.73 (range $137.370–$138.350)
- 1,014 shares — weighted avg price $138.98 (range $138.390–$139.380)
- 98 shares — weighted avg price $139.45 (range $139.385–$139.550)
- Purpose: Sales effected under a Rule 10b5-1 instruction to satisfy tax withholding on the RSU vesting (footnote F2).
- Remaining awards: Footnote F6 notes 10,650 RSUs remain and will vest in equal annual installments (5,320 on 3/21/2027; 5,330 on 3/21/2028).
- Shares owned after the transactions: Not provided in the supplied filing data.
- Filing timeliness: Form 4 was filed on 2026-03-25; this appears to be within the standard two-business-day reporting window for the March 23–24 transactions.
Context
- These transactions reflect RSU settlement and routine tax-withholding sales (common for equity compensation). The derivative/settlement entry indicates Kang received shares from vested RSUs rather than purchasing shares on the open market.
- Sales under a 10b5-1 plan are pre-arranged and typically routine (used to cover tax obligations), and do not necessarily indicate a change in insider sentiment.
- For more granular per-price details of the multiple-sale executions, the filer has offered to provide transaction-by-transaction breakdowns on request (see footnotes F3–F5).
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
[F1]2026-03-23+5,330→ 29,145 total - Sale
Class A Common Stock
[F2][F3]2026-03-24$137.73/sh−1,261$173,678→ 27,884 total - Sale
Class A Common Stock
[F2][F4]2026-03-24$138.98/sh−1,014$140,922→ 26,870 total - Sale
Class A Common Stock
[F2][F5]2026-03-24$139.45/sh−98$13,666→ 26,772 total - Exercise/Conversion
Restricted Stock Units
[F1][F6]2026-03-23+5,330→ 10,650 total→ Class A Common Stock (5,330 underlying)
- 1,500
Series A Perpetual Strife Preferred Stock
- 2,800
Series A Perpetual Stretch Preferred Stock
- 2,250
Series A Perpetual Stride Preferred Stock
Footnotes (6)
- [F1]Each restricted stock unit represents a contingent right to receive one share of class A common stock of Strategy Inc ("Strategy").
- [F2]The sales were effected pursuant to a Rule 10b5-1 instruction letter entered into on May 2, 2024 to satisfy the reporting person's tax withholding obligation upon the vesting of previously granted equity awards. Such sales were made solely to pay Strategy the tax withholding obligation due upon the vesting of restricted stock units on March 21, 2026 and their settlement on March 23, 2026.
- [F3]The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $137.370 to $138.350, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
- [F4]The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $138.390 to $139.380, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
- [F5]The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $139.385 to $139.550, inclusive. The reporting person undertakes to provide to Strategy, any security holder of Strategy, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
- [F6]The remaining 10,650 RSUs will vest in equal annual installments over a two-year period, with 5,320 RSUs vesting on March 21, 2027 and 5,330 RSUs vesting on March 21, 2028.