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Microsoft director Johnston granted 210.126 RSUs

Microsoft director Hugh F. Johnston received fully vested restricted stock units with shares to be delivered after he leaves the Board.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MICROSOFT CORP (symbol: MSFT) is the issuer of record for a Form 4 filing submitted to the SEC. Johnston Hugh F reported acquisition or exercise transactions in this Form 4 filing.

MICROSOFT CORP (MSFT) director Hugh F. Johnston reported an award of 210.126 restricted stock units on September 5, 2026, each representing one share of Microsoft common stock. After this grant, he holds 2,349.681 restricted stock units directly, plus direct and trust-related common stock positions.

The restricted stock units are fully vested, with delivery of the underlying shares in five equal annual installments starting 30 days after Johnston separates from service on the Board of Directors. No Rule 10b5-1 trading plan is reported for these holdings.

Positive

  • None.

Negative

  • None.
Insider Johnston Hugh F
Role Director
Type Security Shares Price Value
Grant/Award Restricted Stock Units F2, F3 210.126 $0.00 $0.00
holding Common Stock -- -- --
holding Common Stock F1 -- -- --
Holdings After Transaction: Restricted Stock Units — 2,349.681 contracts (Direct); Common Stock — 7,750 shares (Direct); Common Stock — 68 shares (Indirect, By trust)
Footnotes (3)
  1. F1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
  2. F2. Each restricted stock unit represents a contingent right to receive one share of Microsoft common stock.
  3. F3. The restricted stock units are fully vested. Delivery of the shares to the reporting person will be made in 5 equal annual installments commencing 30 days after the date of the reporting person's separation from service to the Board of Directors.
Restricted stock units awarded 210.126 units Grant to Hugh F. Johnston on September 5, 2026
Restricted stock units held after award 2,349.681 units Direct RSU holdings following the September 5, 2026 grant
Direct common stock holdings 7,750 shares Direct Microsoft common stock position reported as of September 5, 2026
Indirect common stock holdings by trust 68 shares Common stock held indirectly by trust with disclaimed beneficial ownership
RSU delivery schedule 5 equal annual installments Commencing 30 days after separation from service on the Board
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
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
"represents a contingent right to receive one share of Microsoft common stock"
beneficial ownership regulatory
"The reporting person disclaims beneficial ownership of these securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Section 16 regulatory
"beneficial owner of such securities for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did MSFT director Hugh F. Johnston report on this Form 4?

He reported an award of 210.126 restricted stock units on September 5, 2026. Each unit represents a contingent right to receive one share of Microsoft common stock, increasing his directly held restricted stock units to 2,349.681.

How many Microsoft (MSFT) restricted stock units does Hugh F. Johnston hold after the transaction?

After the award, Hugh F. Johnston holds 2,349.681 restricted stock units directly. Each unit corresponds to a contingent right to receive one share of Microsoft common stock, according to the filing footnotes.

When will the restricted stock units reported by MSFT director Hugh F. Johnston be settled?

The restricted stock units are fully vested, and shares will be delivered in 5 equal annual installments beginning 30 days after his separation from service on the Microsoft Board of Directors.

How many Microsoft (MSFT) common shares does Hugh F. Johnston hold directly and indirectly?

He reports 7,750 common shares held directly, and 68 common shares held indirectly by a trust. A footnote states he disclaims beneficial ownership of the trust-held shares for Section 16 and any other purpose.

Was this Microsoft (MSFT) Form 4 filed under a Rule 10b5-1 trading plan?

No. The filing indicates the Rule 10b5-1 plan checkbox is not affirmed, and no footnote states that the award or holdings are pursuant to a Rule 10b5-1 trading arrangement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Johnston Hugh F

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/05/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock7,750D
Common Stock68(1)IBy 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(2)09/05/2026A210.126 (3) (3)Common Stock210.126$02,349.681D
Explanation of Responses:
1. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
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 in 5 equal annual installments commencing 30 days after the date of the reporting person's separation from service to the Board of Directors.
Julia Stark, Attorney-in-fact for Hugh F. Johnston09/08/2026
** Signature of Reporting PersonDate
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)

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