Summary
This Form 8-K filing announces a significant leadership change at Microsoft Corporation (MSFT), with the appointment of Satya Nadella as the new Chief Executive Officer (CEO) and a director, effective February 4, 2014. This transition marks the retirement of former CEO Steven A. Ballmer. Mr. Nadella, previously Executive Vice President of Cloud and Enterprise, brings extensive experience within Microsoft, having been with the company since 1992 and holding several senior leadership roles in key divisions such as Server and Tools, and Online Services. The filing also details Mr. Nadella's compensation package as CEO. This includes an annual salary of $1,200,000, with significant incentive compensation opportunities. For the remainder of fiscal year 2014 and all of fiscal year 2015, his target annual cash award under the Executive Incentive Program (EIP) is 300% of his salary. Additionally, for fiscal year 2015, his EIP stock award will be $13,200,000. A substantial one-time Long-Term Performance Stock Award (LTPSA) is also being granted, tied to Microsoft's relative total shareholder return compared to the S&P 500 over multiple five-year periods.
Key Highlights
- 1Satya Nadella appointed Chief Executive Officer (CEO) and a director of Microsoft Corporation, effective February 4, 2014.
- 2This appointment follows the retirement of former CEO Steven A. Ballmer.
- 3Mr. Nadella has a long tenure at Microsoft (since 1992) with substantial experience in Cloud and Enterprise, Server and Tools, and Online Services.
- 4Nadella's annual salary as CEO is set at $1,200,000.
- 5Significant incentive compensation is structured with a target annual cash award of 300% of salary and an annual EIP stock award of $13,200,000 for fiscal year 2015.
- 6A one-time Long-Term Performance Stock Award (LTPSA) is granted, with vesting tied to Microsoft's relative total shareholder return against the S&P 500 over three overlapping five-year periods.