Microsoft (MSFT) director John W. Stanton receives 145-share stock award

Rhea-AI Filing Summary

Microsoft director John W. Stanton reported a new stock award in Microsoft common shares. On 01/30/2026, he acquired 145 shares of Microsoft common stock at a price of $0 as an equity award that was fully vested on the grant date.

Following this transaction, Stanton directly beneficially owned 78,905 Microsoft shares and indirectly beneficially owned 3,622 shares through a family trust. The filing reflects equity-based compensation rather than an open‑market purchase or sale.

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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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^*

STANTON JOHN W

(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)
01/30/2026

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	01/30/2026		A		145(1)	A	$0	78,905	D
Common Stock								3,622	I	By Family 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents stock award which is fully vested on the date of grant.

	Julia Stark, Attorney-in-fact for John W. Stanton	02/03/2026
	** 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.
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FAQ

What did Microsoft (MSFT) director John W. Stanton report in this Form 4 filing?

John W. Stanton reported receiving 145 shares of Microsoft common stock as a stock award. The award was fully vested on the grant date, increasing his directly beneficially owned Microsoft shares to 78,905, with an additional 3,622 shares held indirectly through a family trust.

Was the Microsoft (MSFT) stock award to John W. Stanton an open-market transaction?

No, the transaction was not an open-market trade. The Form 4 shows Stanton acquired 145 Microsoft shares at $0 as a stock award, fully vested on the grant date, indicating it was equity compensation rather than a purchase on the public market.

How many Microsoft (MSFT) shares does John W. Stanton own after this Form 4 transaction?

After the reported transaction, John W. Stanton beneficially owns 78,905 Microsoft shares directly. He also has indirect beneficial ownership of 3,622 additional Microsoft shares held through a family trust, as disclosed in the Form 4 filing.

What is the significance of the $0 price in John W. Stanton’s Microsoft (MSFT) Form 4 award?

The $0 price indicates the 145 Microsoft shares were granted as a stock award rather than purchased. According to the footnote, the award was fully vested on the date of grant, reflecting compensation instead of a market transaction involving cash consideration.

What does the family trust holding mean in John W. Stanton’s Microsoft (MSFT) ownership?

The Form 4 shows 3,622 Microsoft shares held indirectly by a family trust. This indicates Stanton has indirect beneficial ownership of those shares through the trust structure, in addition to his directly held 78,905 Microsoft shares following the stock award.

What role does John W. Stanton have at Microsoft (MSFT) according to this filing?

According to the Form 4, John W. Stanton is a director of Microsoft. The filing reports his acquisition of 145 fully vested Microsoft common shares as a stock award and discloses both his direct and indirect beneficial ownership positions in the company.