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8-KThe WireRed Alert

Executive Change

Filed May 14, 2026 · 1mo ago · Accession 0001193125-26-224155

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549     FORM 8-K     CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) May 13, 2026     Microsoft Corporation       Washington   001-37845   91-1144442 (State or Other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)   One Microsoft Way , Redmond , Washington   98052-6399 ( 425 ) 882-8080 www.microsoft.com/investor     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol   Name of exchange on which registered Common stock, $0.00000625 par value per share   MSFT   NASDAQ 3.125% Notes due 2028   MSFT   NASDAQ 2.625% Notes due 2033   MSFT   NASDAQ Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (d) On May 14, 2026, Microsoft Corporation (the “Company”) issued a press release to announce that the Company’s Board of Directors appointed Carmine Di Sibio to its Board of Directors, effective May 13, 2026. Mr. Di Sibio will serve on the Audit Committee and the Compensation Committee of the Board. Mr. Di Sibio will receive the same compensation as other non-employee Microsoft directors as described in the Microsoft 2025 Proxy Statement under “Director Compensation.” There is no arrangement or understanding between Mr. Di Sibio and any other persons pursuant to which he was selected as a director. Mr. Di Sibio has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Mr. Di Sibio and Microsoft will enter into the standard Microsoft director indemnification agreement, whereby Microsoft agrees to indemnify, defend and hold its directors harmless from and against losses and expenses incurred as a result of their board service, subject to the terms and conditions provided in the agreement.   Item 9.01. Financial Statements and Exhibits (d) Exhibits:   99.1    Press Release of Microsoft Corporation dated May 14, 2026 104    Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.         MICROSOFT CORPORATION       (Registrant) Date: May 14, 2026         /s/ Brian B. DeFoe       Brian B. DeFoe       Corporate Secretary
Filing details
Ticker
MSFT
CIK
789019
Form type
8-K
Filing date
May 14, 2026
Report date
May 13, 2026
Document
d125909d8k.htm
Size
185 KB