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Hugh Johnston receives 251.998 Microsoft (MSFT) RSUs in Form 4 filing

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Johnston Hugh F reported acquisition or exercise transactions in this Form 4 filing.

Microsoft Corp director Hugh F. Johnston reported a new equity award. The filing shows a grant of 251.998 restricted stock units, each representing a contingent right to receive one share of Microsoft common stock. The restricted stock units are fully vested.

According to the filing, delivery of the shares will be made in five equal annual installments beginning 30 days after Johnston’s separation from service on the Board of Directors. After this award, he holds 7,750 shares of common stock directly and 2,134.580 restricted stock units. An additional 68 common shares are held indirectly by a trust, and Johnston disclaims beneficial ownership of those trust-held shares.

Positive

  • None.

Negative

  • None.
Insider Johnston Hugh F
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Units 251.998 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 2,134.58 shares (Direct, null); Common Stock — 7,750 shares (Direct, null); Common Stock — 68 shares (Indirect, By trust)
Footnotes (1)
  1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Each restricted stock unit represents a contingent right to receive one share of Microsoft common stock. The restricted stock units are fully vested. Delivery of the shares to the reporting person will be made in 5 equal annual installments commencing 30 days after the date of the reporting person's separation from service to the Board of Directors.
RSUs granted 251.998 restricted stock units Grant to Hugh F. Johnston on 2026-06-05
Direct common shares after 7,750 shares Microsoft common stock directly held after reported transactions
Indirect trust shares after 68 shares Microsoft common stock held indirectly by trust; beneficial ownership disclaimed
RSU balance after 2,134.580 restricted stock units Total Microsoft RSUs reported following the award
RSU delivery schedule 5 equal annual installments Beginning 30 days after separation from Microsoft Board
Transaction summary acquire count 1 acquisition transaction One derivative grant/award acquisition recorded in Form 4
Restricted Stock Units financial
"The filing shows a grant of 251.998 restricted stock units, each representing a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
beneficial ownership financial
"The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Section 16 regulatory
"be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
contingent right financial
"Each restricted stock unit represents a contingent right to receive one share of Microsoft common stock"
separation from service other
"Delivery of the shares will be made in 5 equal annual installments commencing 30 days after the date of the reporting person's separation from service"
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SEC Form 4
FORM 4UNITED 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*
Johnston Hugh F

(Last)(First)(Middle)
C/O MICROSOFT CORPORATION
ONE MICROSOFT WAY

(Street)
REDMOND WASHINGTON 98052-6399

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MICROSOFT CORP [ MSFT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock7,750D
Common Stock68(1)IBy trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)06/05/2026A251.998 (3) (3)Common Stock251.998$02,134.58D
Explanation of Responses:
1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
2. Each restricted stock unit represents a contingent right to receive one share of Microsoft common stock.
3. The restricted stock units are fully vested. Delivery of the shares to the reporting person will be made in 5 equal annual installments commencing 30 days after the date of the reporting person's separation from service to the Board of Directors.
Julia Stark, Attorney-in-fact for Hugh F. Johnston06/09/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Microsoft (MSFT) director Hugh F. Johnston report in this Form 4?

Hugh F. Johnston reported a grant of restricted stock units in Microsoft common stock. The award is a compensation-related equity grant, not an open-market stock purchase or sale, and updates his reported direct and indirect holdings in Microsoft securities.

How many restricted stock units did Hugh F. Johnston receive from Microsoft (MSFT)?

He received 251.998 restricted stock units tied to Microsoft common shares. Each unit represents a contingent right to receive one share of Microsoft common stock, adding to his existing stock-based holdings as disclosed in the same Form 4 filing.

What are the vesting and delivery terms of Hugh F. Johnston’s Microsoft (MSFT) RSUs?

The restricted stock units are fully vested as of the grant. Delivery of the underlying Microsoft shares will occur in five equal annual installments starting 30 days after Johnston’s separation from service on Microsoft’s Board of Directors.

What are Hugh F. Johnston’s reported Microsoft (MSFT) share holdings after this transaction?

After the award, Johnston directly holds 7,750 shares of Microsoft common stock and 2,134.580 restricted stock units. The filing also lists 68 additional Microsoft common shares held indirectly by a trust associated with him.

How does the Form 4 describe the trust-held Microsoft (MSFT) shares?

The filing notes 68 Microsoft common shares are held indirectly by a trust. It states that Johnston disclaims beneficial ownership of these trust-held securities and that the report should not be deemed an admission of beneficial ownership for Section 16 purposes.

Does this Microsoft (MSFT) Form 4 show any stock sales or purchases by Hugh F. Johnston?

The Form 4 does not report any open-market purchases or sales of Microsoft stock. It primarily records a grant of fully vested restricted stock units and updates Johnston’s direct, indirect, and stock-unit holdings in the company.