12/12/2025 | Press release | Distributed by Public on 12/12/2025 17:21
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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SMITH BRADFORD L C/O MICROSOFT CORPORATION ONE MICROSOFT WAY REDMOND, WA 98052-6399 |
Vice Chair and President | |||
| Julia Stark, Attorney-in-Fact for Bradford L. Smith | 12/12/2025 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (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. |
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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. |
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