[Form 4] Microsoft Corp Insider Trading Activity

Rhea-AI Filing Summary

Amy E. Hood, Executive Vice President and Chief Financial Officer of Microsoft Corporation (MSFT), reported transactions dated 09/02/2025 showing the full vesting of a performance stock award and a related sale. The filing shows 54,053 shares from a performance award granted in September 2022 vested for the 3-year performance period ending June 30, 2025, and 27,989.367 shares were sold at $506.69 per share. After these transactions Ms. Hood beneficially owned 541,415.964 shares (direct).

Positive

• Full vesting of a September 2022 performance stock award for the 3-year period ending 06/30/2025: 54,053 shares vested
• Substantial ongoing insider ownership: reporting shows 541,415.964 shares held directly after the sale, indicating continued alignment with shareholders
• Clear disclosure of transaction dates, prices, and signature by attorney-in-fact, supporting regulatory transparency

Negative

• Partial sale of vested shares: 27,989.367 shares were disposed of at $506.69, reducing the reporting person’s holdings
• No information in the Form 4 about the intended use of sale proceeds or whether transactions were executed under a pre-existing plan beyond the vesting explanation

Insights

Financial Analyst

TL;DR: Routine executive vesting and partial sale; ownership remains substantial, unlikely to change near-term corporate outlook.

The Form 4 documents a scheduled outcome of a 3-year performance stock award: 54,053 shares vested and 27,989.367 shares were disposed of at $506.69. These are typical post-vesting actions by an officer exercising compensation rights rather than extraordinary corporate events. The reporting shows material continuing alignment with shareholders given remaining direct ownership of 541,415.964 shares. No derivatives, loans, or unusual hedging are reported.

Corporate Governance Expert

TL;DR: Disclosure is compliant and transparent; transaction ties to previously granted performance award.

The filing explicitly states the vesting resulted from a September 2022 performance stock award for the period ending 06/30/2025, satisfying Rule 16 reporting. The signature by an attorney-in-fact on 09/03/2025 is provided. The mix of vesting and sale is a common executive liquidity event; the filing contains no indications of policy exceptions or undisclosed arrangements.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hood Amy

(Last) (First) (Middle)

C/O MICROSOFT CORPORATION

ONE MICROSOFT WAY

(Street)

REDMOND WA 98052-6399

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MICROSOFT CORP [ MSFT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/02/2025		A		54,053(1)	A	$0	569,405.331	D
Common Stock	09/02/2025		F		27,989.367	D	$506.69	541,415.964	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents full vesting of shares earned under a performance stock award granted in September 2022 under the Microsoft Corporation Executive Incentive Plan for the 3-year performance period that ended on June 30, 2025.

	Julia Stark, Attorney-in-Fact for Amy E. Hood	09/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Amy Hood report on the MSFT Form 4 filed in early September 2025?

The Form 4 reports that 54,053 shares vested from a September 2022 performance award and 27,989.367 shares were sold at $506.69 on 09/02/2025.

How many Microsoft shares does Amy Hood beneficially own after the reported transactions?

After the transactions the filing shows Amy Hood beneficially owned 541,415.964 shares (direct ownership).

What triggered the vesting reported on the Form 4 for MSFT?

The filing explains the shares represent full vesting of a performance stock award granted in September 2022 under the Microsoft Executive Incentive Plan for the three-year performance period ending 06/30/2025.

At what price were the sold shares disposed of according to the Form 4?

The disposed shares were sold at a reported price of $506.69 per share.

Who signed the Form 4 for Amy Hood?

The Form 4 was signed by Julia Stark, Attorney-in-Fact for Amy E. Hood on 09/03/2025.