SEC Form 4 · accession 0001626431-19-000014
MICROSOFT CORP · MSFT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Satya Nadella
Officer — Chief Executive Officer · Director
Period of report
Feb 6, 2019
Accepted (ET)
Feb 8, 2019 · 6:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000789019
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 6, 2019 | A | 900,000 | $0.00 | A | 1,746,854 | D | |
| Common Stock | Feb 6, 2019 | F | 354,150 | $107.22 | D | 1,392,704 | D | |
| Common StockF2,F3 | Feb 6, 2019 | S | 267,466 | $106.0117 | D | 1,125,238 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents full vesting of shares earned under Mr. Nadella's long-term performance stock award (LTPSA) for the five-year performance period ending February 3, 2019. During the performance period, Microsoft's total shareholder return was above the 80th percentile of S&P 500 companies, which was required to earn the maximum payout of 900,000 shares.
- F2The sales reported in this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted on August 10, 2018.
- F3This transaction was executed in multiple trades at prices ranging from $105.63 to $106.24. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide 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.