Peter Briger
StrategyAbout Peter L. Briger, Jr.
Peter L. Briger, Jr. (age 61) joined MicroStrategy’s Board on July 1, 2025; at appointment he was not named to any Board committee . He is Chairman of Fortress Investment Group, previously Co-CEO and Co-Chief Investments Officer until 2024; he spent 15 years at Goldman Sachs (partner in 1996), and holds a B.A. from Princeton and an MBA from Wharton . His initial SEC Form 3 reported no beneficial ownership at appointment; equity awards were granted per the company’s plan upon election .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fortress Investment Group | Chairman; previously Co-CEO and Co-Chief Investments Officer | With Fortress since 2002; Co-CEO/Co-CIO until 2024 | Leads global investment management; distressed/credit expertise |
| Goldman Sachs | Partner; various roles | 15 years; became partner in 1996 | Senior leadership in investment banking/credit activities |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Princeton University | Board/advisory capacity | Not disclosed | Higher-education governance |
| UCSF Foundation | Board/advisory capacity | Not disclosed | Academic medical center philanthropy |
| Tipping Point | Board/advisory capacity | Not disclosed | Non-profit service |
| Guild Theatre (Menlo Park) | Board/advisory capacity | Not disclosed | Arts/community engagement |
| Council on Foreign Relations | Member | Not disclosed | Policy network |
| Stanford Graduate School of Business | Lecturer | Not disclosed | Academic role in finance/markets |
Board Governance
- Appointment and committees: Elected July 1, 2025; not assigned to any Board committee at that time .
- Independence: The company states all non-employee directors are independent under Nasdaq rules; audit/compensation committee independence meets SEC standards .
- Nominating process: In Nov 2024, a Nominating Committee was established (currently sole member Carl Rickertsen) and oversees director nominations; Briger’s election followed its recommendation .
- Attendance baseline: In 2024, the Board met 14 times; all then-current members attended all meetings (preceded Briger’s tenure) .
- D&O insurance context: Company procured commercial D&O policies in 2023; Mr. Saylor provides tail coverage for excluded claims via a 2023 Tail Agreement; the Board concluded these arrangements do not impair non-employee director independence .
- Related party oversight: Audit Committee reviews, approves, or ratifies related person transactions above $120,000 under a formal policy .
Fixed Compensation
| Component | Amount/Terms | Vesting/Payment | Source |
|---|---|---|---|
| Annual Board retainer | $100,000 per year (paid quarterly) | Paid in bitcoin; converted at payment time | Director compensation policy |
| Audit Committee fee | $10,000 per quarter; $15,000 for Chair | Eligibility requires service through quarter-end | Director compensation policy |
| Compensation Committee fee | $5,000 per quarter; $7,500 for Chair | Eligibility requires service through quarter-end | Director compensation policy |
| Nominating Committee fee | No fees for service | — | Director compensation policy |
| Annual equity grant (incumbent NEDs) | $300,000 aggregate (RSUs $150k; options $150k) | One-year vest (first anniversary) | 2023 Equity Plan |
| Initial new director grant (Briger) | $2,000,000 aggregate (RSUs $1,000,000; options $1,000,000) | Vests in equal annual installments over four years | 2023 Equity Plan (amended) |
Performance Compensation
- Non-employee director equity awards vest based on time; no performance metrics (PSUs/TSR) are used for directors’ grants per the director compensation description; newly appointed directors receive RSUs and options with time-based vesting .
Other Directorships & Interlocks
| Company/Entity | Role | Potential Interlock/Conflict Note |
|---|---|---|
| Fortress Investment Group | Chairman | As Chairman of a large investment manager, potential counterparties or investments could overlap with Strategy’s capital markets activities; any transaction involving a related person would be subject to the company’s related-party policy and Audit Committee review . |
| Non-profit/academic boards (Princeton, UCSF Foundation, Tipping Point, Guild Theatre) | Board/advisory | Non-commercial roles; no conflicts disclosed . |
Expertise & Qualifications
- Distressed assets and credit markets expertise from senior roles at Fortress and Goldman Sachs; deep capital markets experience (partner at Goldman in 1996; Chairman at Fortress) .
- Governance and policy networks via CFR membership and multiple board/advisory roles; academic engagement as Lecturer at Stanford GSB .
Equity Ownership
| Category | Detail | Source |
|---|---|---|
| Beneficial ownership at appointment | SEC Form 3 filed 07/03/2025 reported “No securities are beneficially owned.” | |
| Initial director equity awards | RSUs with grant-date fair value $1,000,000; options with grant-date fair value $1,000,000; equal annual vest over four years | |
| Hedging/pledging | Company policy prohibits hedging/offsetting transactions by directors, officers, and employees | |
| Ownership guidelines | Director-specific ownership guidelines not disclosed; equity awards and bitcoin-paid fees align director value with shareholder and company strategy |
Governance Assessment
- Positives: Significant capital markets and credit experience that can enhance oversight of Strategy’s financing and Bitcoin treasury execution; network breadth via CFR and academic roles; initial equity grant with multi-year vesting supports alignment and retention .
- Compensation structure and alignment: Board fees paid in bitcoin since April 2021, and time-based equity grants for directors; this ties director value to the company’s Bitcoin-centric strategy and stock performance .
- Independence and controls: Board asserts independence for non-employee directors and operates robust related-party transaction review procedures; D&O coverage structure (commercial policies and Saylor-provided tail for excluded claims) deemed not to impair independence by the Board .
- Monitoring points (potential conflicts): As Fortress Chairman, Briger’s external affiliations could create counterparty overlaps; any such transactions would need Audit Committee review under the related-party policy; no related transactions involving Briger are disclosed at appointment .