Vice Chair and President Smith Bradford L bought $1,450,221 worth of shares (3,842 units at $377.46) and sold $1,684,498 worth of shares (3,842 units at $438.44) (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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
MICROSOFT CORP [ MSFT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/23/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 04/23/2025 | P | 3,842 | A | $377.465(1) | 455,438.7633 | D | |||
| Common Stock | 04/30/2025 | S | 30 | D | $390.5729(2) | 455,408.7633 | D | |||
| Common Stock | 05/05/2025 | S | 3,812 | D | $438.8197(3) | 451,596.7633 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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. This acquisition was broker initiated without the reporting person's direction, approval, or knowledge. |
| 2. This disposition was broker initiated without the reporting person's direction, approval, or knowledge. |
| 3. On May 5, 2025, the shares remaining from the April 23, 2025 acquisition, after the April 30, 2025 disposition, were rescinded through the broker's error account. This disposition was broker initiated without the reporting person's direction, approval, or knowledge. This transaction was executed in multiple trades at prices ranging from $438.8169 to $438.8201. The price reported above reflects the weighted average price. The reporting person hereby undertakes upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transactions were effected. |
| Remarks: |
| This Form 4 is being filed late due to the fact that the reported transactions only recently came to the attention of the reporting person and the issuer. On April 23, 2025, trading restrictions applicable to the reporting person's account were inadvertently removed by the reporting person's broker during an account update. As a result, the account manager purchased and later sold shares of the issuer on behalf of the reporting person without the reporting person's direction, approval, or knowledge. On May 5, 2025, the broker reversed the transactions through the broker's error account and issued the gain on the transactions to the reporting person's account, again without the reporting person's direction, approval, or knowledge. These transactions are matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended. Promptly upon being made aware of these transactions, the reporting person paid the issuer the full amount of profit realized in connection with the short-swing transaction. |
| Julia Stark, Attorney-in-Fact for Bradford L. Smith | 12/12/2025 | |
| ** 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. | ||