[Form 4] Microsoft Corp Insider Trading Activity

Rhea-AI Filing Summary

A Microsoft insider filing reports a stock award and a small sale by Alice L. Jolla, the company's Chief Accounting Officer. The filing shows a stock award of 3,813 shares granted on 08/31/2025 that vests over five years (5% vests on November 30, 2025, then 5% every three months thereafter, subject to continued employment). It also reports a disposition of 514.557 shares on 09/02/2025 at a price of $506.69 per share. Beneficial ownership is reported as 73,530.7436 shares after the award and 73,016.1866 shares after the sale. The form is signed by Julia Stark as attorney-in-fact on 09/03/2025.

Positive

• Retention-focused stock award of 3,813 shares with multi-year vesting aligns executive incentives with long-term shareholder value
• Substantial remaining beneficial ownership reported at 73,016.1866 shares after the sale, indicating continued alignment

Negative

• Disposition of 514.557 shares on 09/02/2025 at $506.69 reduced direct holdings, though the sale is small relative to total ownership

Insights

Financial Analyst

TL;DR: Insider received a retention-focused stock award and made a small open-market sale; transactions are routine, not materially dilutive.

The 3,813-share award provides multi-year retention through staggered vesting, aligning the Chief Accounting Officers incentives with shareholder performance over five years. The reported sale of 514.557 shares at $506.69 is small relative to total beneficial ownership (approximately 0.7% of post-award holdings) and appears consistent with routine liquidity or diversification. No options or derivative transactions were reported, and ownership remains substantial at 73,016.1866 shares, indicating continued alignment with shareholders.

Corporate Governance Expert

TL;DR: Grant structure is standard for executive retention; disclosure is complete and timely per Section 16 reporting.

The awards vesting schedule (front-loaded 5% then quarterly 5% tranches) is a standard retention mechanism, subject to continued employment. The Form 4 discloses both acquisition and disposition with specific amounts and prices, and is signed by an attorney-in-fact, which is typical. There are no indications of irregular insider arrangements or unexplained derivative activity in this filing.

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^*

Jolla Alice L.

(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)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	08/31/2025		A		3,813(1)	A	$0	73,530.7436	D
Common Stock	09/02/2025		F		514.557	D	$506.69	73,016.1866	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:

1. Represents Stock Award that will vest over five years with 5% vesting on November 30, 2025, and then 5% vesting each three months thereafter, subject to continued employment.

	Julia Stark, Attorney-in-Fact for Alice L. Jolla	09/03/2025
	** 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 transactions did Alice L. Jolla report on the Form 4 for MSFT?

The Form 4 reports an award of 3,813 shares on 08/31/2025 and a sale of 514.557 shares on 09/02/2025 at $506.69 per share.

How many shares does Alice L. Jolla beneficially own after these transactions?

The filing shows 73,530.7436 shares following the award and 73,016.1866 shares following the sale.

What is the vesting schedule for the stock award reported by Alice L. Jolla?

The award vests over five years: 5% vests on November 30, 2025, then 5% every three months thereafter, subject to continued employment.

At what price were the shares sold on 09/02/2025?

The 514.557 shares were sold at $506.69 per share, as reported in the Form 4.

Who signed the Form 4 and when was it filed?

The form is signed by Julia Stark, Attorney-in-Fact for Alice L. Jolla on 09/03/2025.