Microsoft (MSFT) director John Rainey receives fully vested RSU grant

Rhea-AI Filing Summary

Rainey John D reported acquisition or exercise transactions in this Form 4 filing.

Microsoft director John D. Rainey reported updated equity holdings. He received a grant of 149.999 restricted stock units, each representing a contingent right to one share of Microsoft common stock. These restricted stock units are fully vested, but the shares will be delivered 30 days after his separation from service on the Board of Directors. Rainey also reported direct ownership of 5,464 shares of Microsoft common stock and 295.578 restricted stock units after the reported transactions.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Rainey John D

Role null

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	149.999	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 295.578 shares (Direct, null); Common Stock — 5,464 shares (Direct, null)

Footnotes (1)

1. 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 30 days after the date of the reporting person's separation from service to the Board of Directors.

Key Figures

RSU grant: 149.999 restricted stock units RSUs outstanding: 295.578 restricted stock units Common shares held: 5,464 shares +2 more

5 metrics

RSU grant 149.999 restricted stock units Grant of fully vested RSUs on 2026-06-05

RSUs outstanding 295.578 restricted stock units RSU holdings following the reported grant

Common shares held 5,464 shares Direct Microsoft common stock holdings after transactions

RSU share ratio 1 share per RSU Each RSU equals one Microsoft common share

RSU delivery timing 30 days after separation Share delivery after separation from Microsoft Board service

Key Terms

Restricted Stock Units, contingent right, separation from service to the Board of Directors

3 terms

Restricted Stock Units financial

"The restricted stock units are fully vested."

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.

contingent right financial

"Each restricted stock unit represents a contingent right to receive one share"

separation from service to the Board of Directors financial

"Delivery of the shares will be made 30 days after the reporting person's separation from service"

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Form 4 Insider Transactions: What Each Field Means →

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^*

Rainey John D

(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)

X	Director		10% 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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								5,464	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
Restricted Stock Units	(1)	06/05/2026		A		149.999		(2)	(2)	Common Stock	149.999	$0	295.578	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Microsoft common stock.

2. 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 John David Rainey	06/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Microsoft (MSFT) director John D. Rainey report in this Form 4?

John D. Rainey reported a fully vested grant of 149.999 restricted stock units and updated his Microsoft common stock and RSU holdings. The filing reflects routine director compensation rather than an open-market purchase or sale of shares.

How many restricted stock units did John D. Rainey receive from Microsoft (MSFT)?

He received 149.999 restricted stock units, each tied to one Microsoft common share. These units are fully vested, but the underlying shares will only be delivered after his service on the Board ends, subject to the stated 30-day delay.

When will John D. Rainey receive the Microsoft (MSFT) shares from his restricted stock units?

The shares underlying the restricted stock units will be delivered 30 days after John D. Rainey’s separation from service on Microsoft’s Board of Directors. Until then, he holds a contingent right to receive the shares in the future.

How many Microsoft (MSFT) shares does John D. Rainey hold after this Form 4?

After the reported transactions, John D. Rainey holds 5,464 shares of Microsoft common stock directly and 295.578 restricted stock units. The RSUs represent additional contingent rights to receive Microsoft shares at the specified future delivery time.

Is John D. Rainey’s Microsoft (MSFT) Form 4 a buy or sell transaction?

The Form 4 primarily reflects an acquisition of 149.999 restricted stock units as compensation, not an open-market buy or sell. The filing also includes a holdings entry for his 5,464 directly owned Microsoft common shares without indicating a trade.