Microsoft Corp SEC Filings

As You Sow filed a PX14A6G urging a “Yes” vote on Microsoft’s Item #10 at the December 5, 2025 annual meeting. The shareholder proposal requests a report on climate and financial risks associated with providing advanced technology, including AI and machine learning, to facilitate oil and gas development and production.

The proponent argues that these activities conflict with Microsoft’s stated sustainability strategy and may create reputational, legal, operational, and competitive risks. They contend Microsoft’s Energy Principles exclude Scope 3 emissions, enabling partnerships with oil and gas firms lacking “credible” net‑zero plans, and say current disclosures (Responsible AI Transparency, TCFD, Environmental Sustainability, CDP) do not address these specific risks. They also cite media scrutiny, employee concerns, and a peer comparison noting Google’s public commitment not to build custom AI/ML for upstream extraction.

Microsoft (MSFT) insider activity: Vice Chair and President Bradford L. Smith reported a bona fide gift of 10,000 shares of Microsoft common stock on 11/06/2025, as indicated by transaction code G at a reported price of $0.

Following the transaction, Smith’s beneficially owned Microsoft shares total 451,596.7633, held directly.

Microsoft Corporation: ADL and JLens filed a Notice of Exempt Solicitation urging shareholders to vote AGAINST Proposal 9 in the 2025 proxy. The groups argue the measure, which requests a new human rights due diligence report, is politically driven and narrowly focused on Israel, risking reputational, legal, and financial exposure for the company.

They cite Microsoft’s Israel operations—one of its three global strategic development hubs with nearly 3,000 employees and over 40 product groups—as core to its business, warning the proposal could stigmatize lawful business activity and politicize governance. The filing stresses that shareholders should reject the measure to avoid embedding single‑country activism into oversight.

Microsoft (MSFT) executive Bradford L. Smith reported open‑market sales of company stock. On 11/03/2025, he sold 30,411 shares at a weighted average price of $518.4907 and 8,089 shares at a weighted average price of $519.2096, each executed in multiple trades.

The filing notes price ranges of $517.90–$518.89 and $518.90–$519.58 for the respective transactions. Following these sales, he directly beneficially owns 461,596.7633 Microsoft shares.

Microsoft Corporation reported strong quarterly results for the three months ended September 30, 2025. Revenue rose to $77,673 million from $65,585 million, lifting operating income to $37,961 million and net income to $27,747 million. Diluted EPS was $3.72.

Growth was broad-based: Productivity and Business Processes revenue reached $33,020 million, Intelligent Cloud $30,897 million, and More Personal Computing $13,756 million. Microsoft Cloud revenue was $49.1 billion. Operating cash flow was $45,057 million; the company invested $19,394 million in property and equipment, repurchased $3,955 million of stock, and declared a quarterly dividend of $0.91 per share. Shares outstanding were 7,432,377,655 as of October 23, 2025.

Other income (expense), net was a $(3,660) million expense, including $4.1 billion of net losses from the equity method investment in OpenAI. Unrecognized tax benefits and other income tax liabilities were $28.0 billion. Subsequent to quarter‑end, Microsoft and OpenAI entered a new agreement: OpenAI formed a PBC, Microsoft holds approximately 27% on an as‑converted diluted basis, and OpenAI contracted to purchase an incremental $250 billion of Azure services; Microsoft no longer has a right of first refusal to be OpenAI’s compute provider.

Microsoft Corporation filed an 8-K to furnish materials related to its latest quarterly update. The company furnished a press release announcing financial results for the fiscal quarter ended September 30, 2025, attached as Exhibit 99.1.

Microsoft also furnished a company blog, titled “The next chapter of the Microsoft-OpenAI partnership,” dated October 28, 2025 (Exhibit 99.2), and an investor presentation titled “First Quarter Fiscal Year 2026 Results,” dated October 29, 2025 (Exhibit 99.3). The company states these materials are furnished, not filed, under General Instruction B.2 and therefore are not subject to Section 18 liability nor incorporated by reference unless expressly stated.