Microsoft (MSFT) EVP Numoto discloses tax-withholding disposition of 1,351 shares

Rhea-AI Filing Summary

Microsoft executive Takeshi Numoto reported a tax-related share disposition. On this Form 4, Numoto had 1,351.169 shares of Microsoft common stock withheld at $392.74 per share to cover tax obligations, a transaction coded "F". After this tax-withholding disposition, he directly holds 54,430.5515 shares of Microsoft common stock.

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

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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^*

Numoto Takeshi

(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 Marketing Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		F		1,351.169	D	$392.74	54,430.5515	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:

	Julia Stark, Attorney-in-Fact for Takeshi Numoto	03/03/2026
	** 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.
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FAQ

What insider transaction did Microsoft (MSFT) report for Takeshi Numoto?

Microsoft (MSFT) reported that executive Takeshi Numoto had 1,351.169 common shares disposed for tax withholding. The Form 4 shows this tax-related transaction, coded "F", with shares priced at $392.74 each and reflects updated direct holdings afterward.

Was the Microsoft (MSFT) Form 4 transaction an open-market sale?

No, the Microsoft (MSFT) Form 4 shows a tax-withholding disposition, not an open-market sale. Code "F" indicates shares were withheld at $392.74 each to satisfy tax obligations arising from equity compensation, rather than shares being sold voluntarily in the market.

How many Microsoft (MSFT) shares were involved in Takeshi Numoto’s Form 4?

The Form 4 for Microsoft (MSFT) reports 1,351.169 common shares disposed in a tax-withholding transaction. These shares were valued at $392.74 each, and the filing clarifies that this was to cover tax liabilities linked to Numoto’s equity awards.

How many Microsoft (MSFT) shares does Takeshi Numoto hold after this transaction?

After the reported tax-withholding disposition, Takeshi Numoto directly holds 54,430.5515 Microsoft (MSFT) common shares. This figure in the Form 4 reflects his remaining direct ownership following the 1,351.169 shares withheld to satisfy related tax obligations.

What does transaction code "F" mean in the Microsoft (MSFT) Form 4?

In this Microsoft (MSFT) Form 4, code "F" means a payment of exercise price or tax liability by delivering securities. It identifies the 1,351.169-share disposition as a tax-withholding event instead of a discretionary stock sale on the open market.

Is the Microsoft (MSFT) insider transaction classified as a buy or a sell?

The Microsoft (MSFT) filing classifies the transaction as a disposal for tax withholding rather than a standard buy or sell. It records a tax-withholding disposition of 1,351.169 shares, leaving the insider’s direct holdings at 54,430.5515 shares afterward.