Microsoft CEO Satya Nadella’s complete 2025 compensation rose almost 22% from $79.1 million to virtually $96.5 million, due principally to the corporate’s booming share value boosting the worth of his inventory awards.
The numbers had been disclosed Tuesday afternoon within the firm’s annual proxy statement, together with particulars on Microsoft board modifications, shareholder proposals elevating issues about AI dangers, and a request from the board for shareholders to approve a brand new inventory plan.
Microsoft’s board nominated Walmart CFO John David Rainey as a brand new board member, to exchange Carlos Rodriguez, present chair of the compensation committee, who just isn’t in search of re-election.
The corporate’s 2025 fiscal yr ended June 30. In evaluating Nadella’s efficiency, the board cited his work main the enlargement of the corporate’s AI infrastructure, Microsoft Copilot adoption and new safety initiatives.
A lot of Nadella’s complete compensation — about $84.2 million — relies on the efficiency of the corporate’s inventory, which has risen greater than 23% prior to now yr, at one level pushing Microsoft’s complete market worth briefly previous $4 trillion.
His money incentive bonus was $9.56 million, up from the $5.2 million paid in 2024, after he requested a discount. The proxy assertion mentioned the rise mirrored robust monetary outcomes (117% of goal) and a excessive operational evaluation (151.67% of goal).
For the primary time, safety was used as one measuring stick for Microsoft government compensation, a part of an effort by the corporate to appease regulators and lawmakers after a collection of high-profile breaches. In its evaluation, the board targeted on Nadella’s function in making an attempt to deal with these points by way of the implementation of its Safe Future Initiative.
As well as, Microsoft’s board is asking shareholders to approve a 2026 Inventory Plan to exchange the expiring 2017 plan, requesting authorization for as much as 226 million new shares that it says is required to proceed granting fairness awards for attracting and retaining expertise.
Nadella recently appointed veteran government Judson Althoff as CEO of Microsoft’s industrial enterprise, a transfer designed to free Nadella to focus extra intensely on long-term AI technique and know-how.
Microsoft’s annual assembly, held nearly, is slated for 8:30 a.m. Dec. 5.
