[Form 4] Microsoft Corp Insider Trading Activity

Rhea-AI Filing Summary

Kathleen T. Hogan, Executive Vice President, Strategy at Microsoft Corporation, reported transactions on Form 4 showing the full vesting of a performance stock award and a partial sale of shares. The filing shows 20,386 shares were acquired on 09/02/2025 as the performance award for the three-year period ending June 30, 2025, vested with no cash price. Following the vesting, Ms. Hogan sold 10,405.23 shares on the same date at $506.69 per share.

After these transactions her reported beneficial ownership changed from 155,273.855 shares to 144,868.625 shares. The form was signed by an attorney-in-fact on 09/03/2025.

Positive

• Full vesting disclosed: 20,386 shares vested from a performance stock award for the 3-year period ended June 30, 2025.
• Transparent reporting: Form 4 includes transaction codes, execution dates, prices, and post-transaction beneficial ownership figures.

Negative

• Partial sale executed: 10,405.23 shares were disposed of at $506.69 per share on 09/02/2025, reducing beneficial ownership.
• Reduced reported holdings: Beneficial ownership decreased from 155,273.855 shares to 144,868.625 shares following the transactions.

Insights

Financial Analyst

TL;DR: Routine executive equity vesting occurred with a concurrent partial sale; impact appears informational and not materially market-moving.

The Form 4 documents the full vesting of a performance stock award granted in September 2022, producing 20,386 shares for Ms. Hogan, and a contemporaneous disposition of 10,405.23 shares at $506.69 each. These are standard compensation settlement and liquidity transactions for an executive. The net decline in reported beneficial ownership to 144,868.625 shares reflects the sale, but the filing provides no indications of changed company fundamentals or new information about strategy or performance beyond compensation settlement.

Corporate Governance Expert

TL;DR: Disclosure complies with Section 16 reporting; transactions reflect vested compensation and an orderly sale under reported execution dates.

The explanation clarifies the 20,386 shares represent full vesting for a three-year performance period ending June 30, 2025, under the Executive Incentive Plan. The filing includes the required detail: transaction codes, amounts, price for the disposition, and post-transaction beneficial ownership figures. From a governance and compliance perspective, the report appears complete and timely as it was signed on 09/03/2025. No suspicious patterns or unusual derivative activity are reported.

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^*

Hogan Kathleen T

(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)
	EVP, Strategy

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	09/02/2025		A		20,386(1)	A	$0	155,273.855	D
Common Stock	09/02/2025		F		10,405.23	D	$506.69	144,868.625	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 full vesting of shares earned under a performance stock award granted in September 2022 under the Microsoft Corporation Executive Incentive Plan for the 3-year performance period that ended on June 30, 2025.

	Julia Stark, Attorney-in-Fact for Kathleen T. Hogan	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 did Kathleen T. Hogan report on Form 4 for MSFT?

The filing reports the vesting of 20,386 shares from a performance award and the sale of 10,405.23 shares at $506.69 on 09/02/2025.

Why were 20,386 MSFT shares acquired according to the Form 4?

The filing states those shares represent full vesting of a performance stock award granted in September 2022 for the three-year performance period ending June 30, 2025.

How did these transactions change Ms. Hogan's MSFT ownership?

Reported beneficial ownership changed from 155,273.855 shares to 144,868.625 shares after the transactions.

At what price were the sold MSFT shares reported?

The Form 4 reports the sale price as $506.69 per share for the 10,405.23 shares disposed of on 09/02/2025.

Who signed the Form 4 for Kathleen T. Hogan?

The document was signed by Julia Stark, Attorney-in-Fact for Kathleen T. Hogan on 09/03/2025.