Microsoft (MSFT) director reports 8.662 RSUs, 4,610.835 units held

Rhea-AI Filing Summary

Microsoft director Carlos A. Rodriguez reported an equity award in the form of derivative securities linked to Microsoft common stock. On 12/11/2025, he acquired 8.662 restricted stock units, each representing a contingent right to receive one share of Microsoft common stock. These units arose from dividend equivalent rights that accrue when dividends are paid on the company’s stock.

The restricted stock units are described as fully vested, and the shares will be delivered to Rodriguez 30 days after his separation from service on the Board of Directors. Following this transaction, he beneficially owns 4,610.835 restricted stock units, held in a direct ownership capacity.

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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X

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^*

Rodriguez Carlos A

(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)
12/11/2025

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								0	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)	12/11/2025		A		8.662(2)		(3)	(3)	Common Stock	8.662	$0	4,610.835	D

Explanation of Responses:

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

2. Dividend equivalent rights accrue when and as dividends are paid on the Company's common stock and become exercisable proportionately with the restricted stock units to which they relate.

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 Carlos A. Rodriguez	12/12/2025
	** 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 insider transaction did Microsoft (MSFT) disclose for Carlos A. Rodriguez?

Microsoft disclosed that director Carlos A. Rodriguez acquired 8.662 restricted stock units on 12/11/2025, each representing a contingent right to receive one share of Microsoft common stock.

How many Microsoft (MSFT) restricted stock units does Carlos A. Rodriguez now hold?

After the reported transaction, Carlos A. Rodriguez beneficially owns 4,610.835 restricted stock units linked to Microsoft common stock, held as direct ownership.

What do the restricted stock units in this Microsoft (MSFT) filing represent?

Each restricted stock unit represents a contingent right to receive one share of Microsoft common stock, as stated in the explanation of responses.

How were the 8.662 restricted stock units in the Microsoft (MSFT) filing generated?

The 8.662 restricted stock units are tied to dividend equivalent rights, which accrue when and as dividends are paid on Microsoft’s common stock and become exercisable proportionately with the related restricted stock units.

When will Carlos A. Rodriguez receive Microsoft (MSFT) shares from these restricted stock units?

The filing states that delivery of Microsoft shares from these fully vested restricted stock units will occur 30 days after Rodriguez’s separation from service on the Board of Directors.

Is the ownership of the Microsoft (MSFT) restricted stock units direct or indirect?

The table shows that the 4,610.835 restricted stock units are held with Direct (D) ownership by Carlos A. Rodriguez.