Microsoft (MSFT) director Teri List reports new 145-share award and RSU holdings

Rhea-AI Filing Summary

Microsoft director Teri List reported receiving a stock award of 145 shares of Microsoft common stock on January 30, 2026, at a price of $0 per share. This award was fully vested on the grant date. After this transaction, she directly holds 145 common shares.

She also has 22,968.837 fully vested restricted stock units, each representing a contingent right to receive one Microsoft share, with delivery 30 days after her separation from the Board. In addition, 2,802 Microsoft common shares are held indirectly by a trust.

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^*

List Teri

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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	01/30/2026		A		145(1)	A	$0	145	D
Common Stock								2,802	I	By 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)							(3)	(3)	Common Stock	22,968.837		22,968.837(2)	D

Explanation of Responses:

1. Represents stock award which is fully vested on the date of grant.

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 30 days after the date of the reporting person's separation from service to the Board of Directors.

	Julia Stark, Attorney-in-fact for Teri List	02/03/2026
	** 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.
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 Microsoft (MSFT) director Teri List report in this Form 4 filing?

Teri List reported a fully vested stock award of 145 Microsoft common shares on January 30, 2026, at $0 per share. Following this, she directly owns 145 common shares, 22,968.837 fully vested restricted stock units, and 2,802 shares held indirectly by a trust.

How many Microsoft shares does Teri List directly and indirectly hold after the reported transaction?

After the transaction, Teri List directly holds 145 Microsoft common shares and 22,968.837 fully vested restricted stock units. She also has an indirect holding of 2,802 Microsoft common shares through a trust, as disclosed in the ownership details of the filing.

What are the terms of Teri List’s Microsoft restricted stock units in this filing?

The filing states that 22,968.837 restricted stock units are fully vested, each representing a right to one Microsoft share. Delivery of these shares will occur 30 days after Teri List separates from service on Microsoft’s Board of Directors, according to the disclosed terms.

Was the Microsoft stock award to Teri List immediately vested and what was the price?

Yes, the 145-share Microsoft stock award to Teri List was fully vested on the grant date. The award was reported at a price of $0 per share, indicating it was granted as compensation rather than purchased in an open-market transaction.

How are Teri List’s indirect Microsoft holdings structured in this Form 4?

The filing shows 2,802 Microsoft common shares held indirectly for Teri List through a trust. These shares are classified as indirect ownership with the nature of ownership described as “By Trust,” distinguishing them from her directly held common shares and restricted stock units.

When will Teri List receive the Microsoft shares underlying her restricted stock units?

Although the 22,968.837 restricted stock units are fully vested, delivery of the underlying Microsoft shares will occur 30 days after Teri List’s separation from service on the Board of Directors, as specified in the explanatory footnotes to the filing.