Form 4: Microsoft Director Catherine MacGregor Acquires Vested Restricted Stock Units; Updates Power of Attorney

Microsoft Director Catherine MacGregor has acquired 199.078 fully vested Restricted Stock Units, with share delivery contingent on her separation from board service, and has updated her Power of Attorney for SEC filings.

Summary

• Catherine MacGregor, a Director of Microsoft Corp. (MSFT), acquired 199.078 Restricted Stock Units (RSUs) on June 10, 2025.
• These RSUs are fully vested, meaning the right to the shares is established, but the actual delivery of the shares will occur on the first anniversary of her separation from service to the Board of Directors.
• Following this acquisition, Ms. MacGregor beneficially owns a total of 1,295.796 Restricted Stock Units.
• An updated Power of Attorney, dated September 16, 2024, was filed, authorizing specific individuals, including Julia Stark, to execute and file SEC Forms 4 and 5 on behalf of Ms. MacGregor for transactions in Microsoft securities.

Sentiment

Score: 7

Explanation: The document reports a routine compensation grant to a director, which is a positive for the individual and indicates continued alignment of interests with the company. There are no negative financial or operational disclosures.

Positives

• Acquisition of 199.078 fully vested Restricted Stock Units by a director, aligning her interests with shareholders.
• The RSUs are fully vested, ensuring the director's entitlement to the shares upon the specified future delivery event.

Negatives

• No immediate negative implications are apparent from this routine compensation and administrative filing.

Risks

• The value of the shares to be delivered in the future is subject to Microsoft's stock price fluctuations until the actual delivery date.
• The delivery of shares is contingent on the director's separation from service, introducing a timing uncertainty for the actual receipt of shares.

Future Outlook

The delivery of shares underlying the acquired Restricted Stock Units is a future event, scheduled for the first anniversary after Catherine MacGregor's separation from service to the Board of Directors.

Management Comments

• Julia Stark, Attorney-in-Fact for Catherine MacGregor, signed the Form 4.

Industry Context

This filing represents a routine insider transaction, specifically the grant of equity compensation to a director, which is a common practice across publicly traded companies to align management and board interests with those of shareholders. It does not reflect broader industry trends but is a standard component of corporate governance and executive compensation within the technology sector.

Comparison to Industry Standards

• Not applicable. This document details an individual director's compensation grant and an administrative power of attorney update, which are not typically compared against specific industry-wide project or company results.

Management Changes

Corporate Governance

Related Party Transactions

• The acquisition of Restricted Stock Units by Catherine MacGregor, a director, represents a compensation arrangement between the company and a related party.

Stakeholder Impact

• Shareholders: The grant of RSUs to a director aligns her financial interests with the long-term performance of the company, potentially benefiting shareholders through improved governance and strategic decisions. The issuance of shares upon delivery will result in minor dilution.

Next Steps

• Delivery of the shares underlying the Restricted Stock Units to Catherine MacGregor will occur on the first anniversary of her separation from service to the Board of Directors.

Key Dates

Keywords

Microsoft, MSFT, SEC Form 4, Insider Transaction, Director Compensation, Restricted Stock Units, RSU, Beneficial Ownership, Corporate Governance, Power of Attorney