8-KLeadership Changes

MICROSOFT CORP 8-K Report, Executive Changes (Jul 3, 2013)

Filed July 3, 2013For Securities:MSFT

Summary

This Form 8-K filing from Microsoft Corporation reports on the details of a retirement agreement with former Windows Division President, Steven Sinofsky, following his resignation in November 2012. The agreement outlines Mr. Sinofsky's post-employment obligations, including non-competition and non-solicitation clauses, as well as confidentiality and cooperation requirements. In exchange for fulfilling these covenants, Microsoft has agreed to a structured payout of Mr. Sinofsky's outstanding unvested stock awards and a portion of his fiscal year 2013 performance awards, to be disbursed over time based on their original vesting schedules.

Key Highlights

  • 1Details of a Retirement Agreement between Microsoft and former Windows President Steven Sinofsky are disclosed.
  • 2The agreement addresses Mr. Sinofsky's post-employment restrictions, including non-competition and non-solicitation clauses.
  • 3Mr. Sinofsky is also bound by confidentiality obligations and a requirement to cooperate with Microsoft.
  • 4Microsoft will pay Mr. Sinofsky the value of certain outstanding unvested stock awards and a portion of his FY13 performance awards.
  • 5These payments are to be made over time through August 2016, following the original vesting schedules.
  • 6The agreement includes a release of claims by Mr. Sinofsky against Microsoft.
  • 7Microsoft will indemnify Mr. Sinofsky against certain claims related to his employment.

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