MICROSOFT CORP — Director's Dealing 2019

Feb 8, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROSOFT CORP (MSFT)
CIK: 0000789019
Period of Report: 2019-02-06

Reporting Person: Nadella Satya (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-06	Common Stock	A	900000	—	Acquired	1746854	Direct
2019-02-06	Common Stock	F	354150	$107.22	Disposed	1392704	Direct
2019-02-06	Common Stock	S	267466	$106.0117	Disposed	1125238	Direct

Footnotes

F1: Represents 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.

F2: The sales reported in this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted on August 10, 2018.

F3: This 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.