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Item 1. Unrealized Losses on Debt Investments

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Item 1. Unrealized Losses on Debt Investments

Unrealized Losses on Debt Investments

Debt investments with continuous unrealized losses for less than 12 months and 12 months or greater and their related fair values were as follows:

Less than 12 Months12 Months or GreaterTotal Unrealized Losses
(In millions)Fair ValueUnrealized LossesFair ValueUnrealized LossesTotal Fair Value
March 31, 2025
U.S. government and agency securities$492$**(**50)$38,754$**(**1,697)$39,246$**(**1,747)
Foreign government bonds66**(**3)127**(**10)193**(**13)
Mortgage- and asset-backed securities649**(**3)227**(**24)876**(**27)
Corporate notes and bonds1,720**(**14)3,629**(**137)5,349**(**151)
Municipal securities00212**(**25)212**(**25)
Total$2,927$**(**70)$42,949$**(**1,893)$45,876$**(**1,963)
Less than 12 Months12 Months or GreaterTotal Unrealized Losses
(In millions)Fair ValueUnrealized LossesFair ValueUnrealized LossesTotal Fair Value
June 30, 2024
U.S. government and agency securities$529$(12)$45,821$(2,936)$46,350$(2,948)
Foreign government bonds79(2)180(14)259(16)
Mortgage- and asset-backed securities201(1)409(34)610(35)
Corporate notes and bonds1,310(9)5,779(310)7,089(319)
Municipal securities38(1)243(29)281(30)
Total$2,157$(25)$52,432$(3,323)$54,589$(3,348)

Unrealized losses from fixed-income securities are primarily attributable to changes in interest rates. Management does not believe any remaining unrealized losses represent impairments based on our evaluation of available evidence.

Debt Investment Maturities

The following table outlines maturities of our debt investments as of March 31, 2025:

(In millions)Adjusted Cost BasisEstimated Fair Value
March 31, 2025
Due in one year or less$31,746$31,609
Due after one year through five years32,12730,870
Due after five years through 10 years6,9196,530
Due after 10 years1,4261,328
Total$72,218$70,337

NOTE 5 — DERIVATIVES

We use derivative instruments to manage risks related to foreign currencies, interest rates, equity prices, and credit; to enhance investment returns; and to facilitate portfolio diversification. Our objectives for holding derivatives include reducing, eliminating, and efficiently managing the economic impact of these exposures as effectively as possible. Our derivative programs include strategies that both qualify and do not qualify for hedge accounting treatment.

Foreign Currencies

Certain forecasted transactions, assets, and liabilities are exposed to foreign currency risk. We monitor our foreign currency exposures daily to maximize the economic effectiveness of our foreign currency hedge positions.

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Foreign currency risks related to certain Euro-denominated debt are hedged using foreign exchange forward contracts that are designated as cash flow hedging instruments.

Certain options and forwards not designated as hedging instruments are also used to manage the variability in foreign exchange rates on certain balance sheet amounts and to manage other foreign currency exposures.

Interest Rate

Interest rate risks related to certain fixed-rate debt are hedged using interest rate swaps that are designated as fair value hedging instruments to effectively convert the fixed interest rates to floating interest rates.

Securities held in our fixed-income portfolio are subject to different interest rate risks based on their maturities. We manage the average maturity of our fixed-income portfolio to achieve economic returns that correlate to certain broad-based fixed-income indices using option, futures, and swap contracts. These contracts are not designated as hedging instruments and are included in “Other contracts” in the tables below.

Equity

Securities held in our equity investments portfolio are subject to market price risk. At times, we may hold options, futures, and swap contracts. These contracts are not designated as hedging instruments.

Credit

Our fixed-income portfolio is diversified and consists primarily of investment-grade securities. We use credit default swap contracts to manage credit exposures relative to broad-based indices and to facilitate portfolio diversification. These contracts are not designated as hedging instruments and are included in “Other contracts” in the tables below.

Credit-Risk-Related Contingent Features

Certain counterparty agreements for derivative instruments contain provisions that require our issued and outstanding long-term unsecured debt to maintain an investment grade credit rating and require us to maintain minimum liquidity of $1.0 billion. To the extent we fail to meet these requirements, we will be required to post collateral, similar to the standard convention related to over-the-counter derivatives. As of March 31, 2025, our long-term unsecured debt rating was AAA, and cash investments were in excess of $1.0 billion. As a result, no collateral was required to be posted.

The following table presents the notional amounts of our outstanding derivative instruments measured in U.S. dollar equivalents:

(In millions)March 31, 2025June 30, 2024
Designated as Hedging Instruments
Foreign exchange contracts purchased$1,492$1,492
Interest rate contracts purchased1,1511,100
Not Designated as Hedging Instruments
Foreign exchange contracts purchased9,6417,167
Foreign exchange contracts sold34,88131,793
Equity contracts purchased5,1004,016
Equity contracts sold2,1702,165
Other contracts purchased2,6932,113
Other contracts sold1,195811

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Fair Values of Derivative Instruments

The following table presents our derivative instruments:

(In millions)Derivative AssetsDerivative LiabilitiesDerivative AssetsDerivative Liabilities
March 31, 2025June 30, 2024
Designated as Hedging Instruments
Foreign exchange contracts$26$**(**80)$24$(76)
Interest rate contracts50190
Not Designated as Hedging Instruments
Foreign exchange contracts224**(**751)213(230)
Equity contracts282**(**1,085)63(491)
Other contracts13**(**4)12(3)
Gross amounts of derivatives550**(**1,920)331(800)
Gross amounts of derivatives offset in the balance sheets**(**142)145(151)152
Cash collateral received0**(**126)0(104)
Net amounts of derivatives$408$**(**1,901)$180$(752)
Reported as
Short-term investments$6$0$12$0
Other current assets12401490
Equity and other investments273000
Other long-term assets50190
Other current liabilities0**(**1,730)0(401)
Other long-term liabilities0**(**171)0(351)
Total$408$**(**1,901)$180$(752)

Gross derivative assets and liabilities subject to legally enforceable master netting agreements for which we have elected to offset were $259 million and $1.9 billion, respectively, as of March 31, 2025, and $304 million and $800 million, respectively, as of June 30, 2024.

The following table presents the fair value of our derivatives instruments on a gross basis:

(In millions)Level 1Level 2Level 3Total
March 31, 2025
Derivative assets$0$267$283$550
Derivative liabilities0**(**1,920)0**(**1,920)
June 30, 2024
Derivative assets03274331
Derivative liabilities(1)(799)0(800)

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Gains (losses) on derivative instruments recognized in other income (expense), net were as follows:

(In millions)Three Months Ended March 31,Nine Months Ended March 31,
2025202420252024
Designated as Fair Value Hedging Instruments
Interest rate contracts
Derivatives$3$(21)$5$(15)
Hedged items**(**12)10**(**36)(21)
Designated as Cash Flow Hedging Instruments
Foreign exchange contracts
Amount reclassified from accumulated other comprehensive loss50(37)**(**7)(32)
Not Designated as Hedging Instruments
Foreign exchange contracts**(**372)299383171
Equity contracts176(22)**(**283)(196)
Other contracts18(8)16(5)

Gains (losses), net of tax, on derivative instruments recognized in our consolidated comprehensive income statements were as follows:

(In millions)Three Months Ended March 31,Nine Months Ended March 31,
2025202420252024
Designated as Cash Flow Hedging Instruments
Foreign exchange contracts
Included in effectiveness assessment$20$(19)$**(**1)$3

NOTE 6 — INVENTORIES

The components of inventories were as follows:

(In millions)
March 31, 2025June 30, 2024
Raw materials$327$394
Work in process137
Finished goods508845
Total$848$1,246

NOTE 7 — BUSINESS COMBINATIONS

Activision Blizzard, Inc.

On October 13, 2023, we completed our acquisition of Activision Blizzard, Inc. (“Activision Blizzard”) for a total purchase price of $75.4 billion, consisting primarily of cash. Activision Blizzard is a leader in game development and an interactive entertainment content publisher. The acquisition will accelerate the growth in our gaming business across mobile, PC, console, and cloud gaming. The financial results of Activision Blizzard have been included in our consolidated financial statements since the date of the acquisition. Activision Blizzard is reported as part of our More Personal Computing segment.

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The allocation of the purchase price to the assets acquired and liabilities assumed was completed as of September 30, 2024. The major classes of assets and liabilities to which we have allocated the purchase price were as follows:

(In millions)
Cash and cash equivalents$12,976
Goodwill51,001
Intangible assets21,969
Other assets2,503
Long-term debt(2,799)
Long-term income taxes(1,946)
Deferred income taxes(4,676)
Other liabilities(3,620)
Total purchase price$75,408

Goodwill was assigned to our More Personal Computing segment. The goodwill was primarily attributed to increased synergies that are expected to be achieved from the integration of Activision Blizzard. Substantially all of the goodwill is expected to be non-deductible for income tax purposes.

Following are the details of the purchase price allocated to the intangible assets acquired:

(In millions, except average life)AmountWeighted Average Life
Marketing-related$11,61924 years
Technology-based9,6894 years
Customer-related6614 years
Fair value of intangible assets acquired$21,96915 years

Following are the supplemental consolidated financial results of Microsoft Corporation on an unaudited pro forma basis, as if the acquisition had been consummated on July 1, 2022:

(In millions, except per share amounts)Three Months Ended March 31,Nine Months Ended March 31,
20242024
Revenue$61,856$182,717
Net income21,93166,278
Diluted earnings per share2.948.88

These pro forma results were based on estimates and assumptions, which we believe are reasonable. They are not the results that would have been realized had we been a combined company during the periods presented and are not necessarily indicative of our consolidated results of operations in future periods. The pro forma results include adjustments related to purchase accounting, primarily amortization of intangible assets. Acquisition costs and other nonrecurring charges were immaterial and are included in the earliest period presented.

NOTE 8 — GOODWILL

Changes in the carrying amount of goodwill were as follows:

(In millions)June 30, 2024AcquisitionsOtherMarch 31, 2025
Productivity and Business Processes$31,361$0$20$31,381
Intelligent Cloud25,6480725,655
More Personal Computing62,21108262,293
Total$119,220$0$109$119,329

We have recast certain prior period amounts to conform to the way we internally manage and monitor our business. Refer to Note 1 – Accounting Policies for further information.

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The measurement periods for the valuation of assets acquired and liabilities assumed end as soon as information on the facts and circumstances that existed as of the acquisition dates becomes available, but do not exceed 12 months. Adjustments in purchase price allocations may require a change in the amounts allocated to goodwill during the periods in which the adjustments are determined.

Any change in the goodwill amounts resulting from foreign currency translations and purchase accounting adjustments are presented as “Other” in the table above. Also included in “Other” are business dispositions and transfers between segments due to reorganizations, as applicable.

As discussed in Note 1 – Accounting Policies, during the first quarter of fiscal year 2025 we made changes to our segments. These segment changes also resulted in changes to our reporting units. We reallocated goodwill across impacted reporting units using a relative fair value approach. In addition, we completed an assessment of any potential goodwill impairment for all reporting units immediately prior to the reallocation and determined that no impairment existed.

NOTE 9 — INTANGIBLE ASSETS

The components of intangible assets, all of which are finite-lived, were as follows:

(In millions)Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
March 31, 2025June 30, 2024
Marketing-related$16,503$**(**3,703)$12,800$16,500$(3,101)$13,399
Technology-based22,437**(**13,813)8,62421,913(10,741)11,172
Customer-related4,382**(**2,001)2,3816,038(3,051)2,987
Contract-based193**(**30)16358(19)39
Total$43,515$**(**19,547)$23,968$44,509$(16,912)$27,597

Intangible assets amortization expense was $1.5 billion and $4.5 billion for the three and nine months ended March 31, 2025, respectively, and $1.4 billion and $3.4 billion for the three and nine months ended March 31, 2024, respectively.

The following table outlines the estimated future amortization expense related to intangible assets held as of March 31, 2025:

(In millions)
Year Ending June 30,
2025 (excluding the nine months ended March 31, 2025)$1,525
20264,582
20272,866
20282,007
20291,834
Thereafter11,154
Total$23,968

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NOTE 10 — DEBT

Short-term Debt

As of March 31, 2025, we had no commercial paper issued or outstanding. As of June 30, 2024, we had $6.7 billion of commercial paper issued and outstanding, with a weighted average interest rate of 5.4% and maturities ranging from 28 days to 152 days. The estimated fair value of this commercial paper approximates its carrying value.

Long-term Debt

The components of long-term debt were as follows:

(In millions, issuance by calendar year)Maturities (calendar year)Stated Interest RateEffective Interest RateMarch 31, 2025June 30, 2024
2009 issuance of $3.8 billion20395.20**%**5.24**%**$520$520
2010 issuance of $4.8 billion20404.50**%**4.57**%**486486
2011 issuance of $2.3 billion20415.30**%**5.36**%**718718
2012 issuance of $2.3 billion20423.50**%**3.57**%**454454
2013 issuance of $5.2 billion20433.75**%**–4.88**%**3.83**%**–4.92**%**314314
2013 issuance of €4.1 billion2028–20332.63**%**–3.13**%**2.69**%**–3.22**%**2,4842,465
2015 issuance of $23.8 billion2025–20553.13**%**–4.75**%**3.18**%**–4.78**%**7,5559,805
2016 issuance of $19.8 billion2026–20562.40**%**–3.95**%**2.46**%**–4.03**%**7,9307,930
2017 issuance of $17.1 billion2026–20573.30**%**–4.50**%**3.38**%**–5.49**%**6,8336,833
2020 issuance of $10.1 billion2030–20601.35**%**–2.68**%**2.53**%**–5.43**%**10,11110,111
2021 issuance of $8.2 billion2052–20622.92**%**–3.04**%**2.92**%**–3.04**%**8,1858,185
2023 issuance of $0.1 billion2026–20501.35**%**–4.50**%**5.16**%**–5.49**%**5656
2024 issuance of $3.3 billion2026–20501.35**%**–4.50**%**5.16**%**–5.49**%**3,3443,344
Total face value48,99051,221
Unamortized discount and issuance costs**(**1,171)(1,227)
Hedge fair value adjustments (a)**(**45)(81)
Premium on debt exchange**(**4,893)(4,976)
Total debt42,88144,937
Current portion of long-term debt**(**2,999)(2,249)
Long-term debt$39,882$42,688

(a) Refer to Note 5 – Derivatives for further information on the interest rate swaps related to fixed-rate debt.

As of March 31, 2025 and June 30, 2024, the estimated fair value of long-term debt, including the current portion, was $40.2 billion and $42.3 billion, respectively. The estimated fair values are based on Level 2 inputs.

Debt in the table above is comprised of senior unsecured obligations and ranks equally with our other outstanding obligations. Interest is paid semi-annually, except for the Euro-denominated debt, which is paid annually.

The following table outlines maturities of our long-term debt, including the current portion, as of March 31, 2025:

(In millions)
Year Ending June 30,
2025 (excluding the nine months ended March 31, 2025)$0
20263,000
20279,250
20280
20291,890
Thereafter34,850
Total$48,990

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NOTE 11 — INCOME TAXES

Effective Tax Rate

Our effective tax rate was 18% for both the three months ended March 31, 2025 and 2024, and 18% for both the nine months ended March 31, 2025 and 2024. Our effective tax rate for the three months ended March 31, 2025 was primarily impacted by changes in the mix of our earnings and tax expenses between the U.S. and foreign countries. Our effective tax rate for the nine months ended March 31, 2025 was primarily impacted by tax benefits from tax law changes in the prior fiscal year, including the delay of the effective date of final foreign tax credit regulations, and changes in the mix of our earnings and tax expenses between the U.S. and foreign countries.

Our effective tax rate was lower than the U.S. federal statutory rate for the three and nine months ended March 31, 2025, primarily due to earnings taxed at lower rates in foreign jurisdictions resulting from producing and distributing our products and services through our foreign regional operations center in Ireland.

Uncertain Tax Positions

As of March 31, 2025 and June 30, 2024, unrecognized tax benefits and other income tax liabilities were $26.4 billion and $24.9 billion, respectively, and are included in long-term income taxes in our consolidated balance sheets.

We remain under audit by the IRS for tax years 2014 to 2017. With respect to the audit for tax years 2004 to 2013, on September 26, 2023, we received Notices of Proposed Adjustment (“NOPAs”) from the IRS. The primary issues in the NOPAs relate to intercompany transfer pricing. In the NOPAs, the IRS is seeking an additional tax payment of $28.9 billion plus penalties and interest. As of March 31, 2025, we believe our allowances for income tax contingencies are adequate. We disagree with the proposed adjustments and will vigorously contest the NOPAs through the IRS’s administrative appeals office and, if necessary, judicial proceedings. We do not expect a final resolution of these issues in the next 12 months. Based on the information currently available, we do not anticipate a significant increase or decrease to our income tax contingencies for these issues within the next 12 months.

We are subject to income tax in many jurisdictions outside the U.S. Our operations in certain jurisdictions remain subject to examination for tax years 1996 to 2024, some of which are currently under audit by local tax authorities. The resolution of each of these audits is not expected to be material to our consolidated financial statements.

NOTE 12 — UNEARNED REVENUE

Unearned revenue by segment was as follows:

(In millions)
March 31, 2025June 30, 2024
Productivity and Business Processes$34,244$43,599
Intelligent Cloud10,24013,683
More Personal Computing2,9922,902
Total$47,476$60,184

We have recast certain prior period amounts to conform to the way we internally manage and monitor our business. Refer to Note 1 – Accounting Policies for further information.

Changes in unearned revenue were as follows:

(In millions)
Nine Months Ended March 31, 2025
Balance, beginning of period$60,184
Deferral of revenue118,709
Recognition of unearned revenue**(**131,417)
Balance, end of period$47,476

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Revenue allocated to remaining performance obligations, which includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods, was $321 billion as of March 31, 2025, of which $315 billion is related to the commercial portion of revenue. We expect to recognize approximately 40% of our total company remaining performance obligation revenue over the next 12 months and the remainder thereafter.

NOTE 13 — LEASES

We have operating and finance leases for datacenters, corporate offices, research and development facilities, Microsoft Experience Centers, and certain equipment. Our leases have remaining lease terms of less than 1 year to 20 years, some of which include options to extend the leases for up to 5 years, and some of which include options to terminate the leases within 1 year.

The components of lease expense were as follows:

(In millions)Three Months Ended March 31,Nine Months Ended March 31,
2025202420252024
Operating lease cost$1,476$882$3,929$2,473
Finance lease cost:
Amortization of right-of-use assets$900$453$2,426$1,241
Interest on lease liabilities374190986507
Total finance lease cost$1,274$643$3,412$1,748

Supplemental cash flow information related to leases was as follows:

(In millions)Three Months Ended March 31,Nine Months Ended March 31,
2025202420252024
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$955$836$3,124$2,433
Operating cash flows from finance leases344190938507
Financing cash flows from finance leases3523231,634896
Right-of-use assets obtained in exchange for lease obligations:
Operating leases1,9181,8316,9094,482
Finance leases3,2413,42114,0086,921

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Supplemental balance sheet information related to leases was as follows:

(In millions, except lease term and discount rate)
March 31, 2025June 30, 2024
Operating Leases
Operating lease right-of-use assets$24,475$18,961
Other current liabilities$5,238$3,580
Operating lease liabilities17,68615,497
Total operating lease liabilities$22,924$19,077
Finance Leases
Property and equipment, at cost$46,275$32,248
Accumulated depreciation**(**8,650)(6,386)
Property and equipment, net$37,625$25,862
Other current liabilities$2,889$2,349
Other long-term liabilities36,32524,796
Total finance lease liabilities$39,214$27,145
Weighted Average Remaining Lease Term
Operating leases6 years7 years
Finance leases12 years12 years
Weighted Average Discount Rate
Operating leases3.5**%**3.3%
Finance leases4.1**%**3.9%

The following table outlines maturities of our lease liabilities as of March 31, 2025:

(In millions)
Year Ending June 30,Operating LeasesFinance Leases
2025 (excluding the nine months ended March 31, 2025)$1,709$1,065
20265,7004,465
20274,8234,507
20283,2864,509
20292,2873,866
Thereafter7,72832,307
Total lease payments25,53350,719
Less imputed interest**(**2,609)**(**11,505)
Total$22,924$39,214

As of March 31, 2025, we had additional operating and finance leases, primarily for datacenters, that had not yet commenced of $4.4 billion and $94.8 billion, respectively. These operating and finance leases will commence between fiscal year 2025 and fiscal year 2030 with lease terms of 1 year to 20 years.

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NOTE 14 — CONTINGENCIES

U.S. Cell Phone Litigation

Microsoft Mobile Oy, a subsidiary of Microsoft, along with other handset manufacturers and network operators, is a defendant in 45 lawsuits filed in the Superior Court for the District of Columbia by individual plaintiffs who allege that radio emissions from cellular handsets caused their brain tumors and other adverse health effects. We assumed responsibility for these claims in our agreement to acquire Nokia’s Devices and Services business and have been substituted for the Nokia defendants. Twelve of these cases were consolidated for certain pre-trial proceedings; the remaining cases are stayed. In a separate 2009 decision, the Court of Appeals for the District of Columbia held that adverse health effect claims arising from the use of cellular handsets that operate within the U.S. Federal Communications Commission radio frequency emission guidelines (“FCC Guidelines”) are pre-empted by federal law. The plaintiffs allege that their handsets either operated outside the FCC Guidelines or were manufactured before the FCC Guidelines went into effect. The lawsuits also allege an industry-wide conspiracy to manipulate the science and testing around emission guidelines.

In 2013, the defendants in the consolidated cases moved to exclude the plaintiffs’ expert evidence of general causation on the basis of flawed scientific methodologies. In 2014, the trial court granted in part and denied in part the defendants’ motion to exclude the plaintiffs’ general causation experts. The defendants filed an interlocutory appeal to the District of Columbia Court of Appeals challenging the standard for evaluating expert scientific evidence. In October 2016, the Court of Appeals issued its decision adopting the standard advocated by the defendants and remanding the cases to the trial court for further proceedings under that standard. The plaintiffs have filed supplemental expert evidence, portions of which were stricken by the court. A hearing on general causation took place in September of 2022. In April of 2023, the court granted defendants’ motion to strike the testimony of plaintiffs’ experts that cell phones cause brain cancer and entered an order excluding all of plaintiffs’ experts from testifying. The parties agreed to a stipulated dismissal of the consolidated cases to allow plaintiffs to appeal the expert testimony order. Plaintiffs appealed the court’s order in August of 2023, and the appeal was argued in January of 2025. A hearing on the status of the stayed cases occurred in December of 2023. In July 2024, the court entered summary judgment in nine of the stayed cases on the grounds that plaintiffs had agreed to be bound by the general causation outcome in the consolidated cases.

Irish Data Protection Commission Matter

In 2018, the Irish Data Protection Commission (“IDPC”) began investigating a complaint against LinkedIn as to whether LinkedIn’s targeted advertising practices violated the recently implemented European Union General Data Protection Regulation (“GDPR”). Microsoft cooperated throughout the period of inquiry. In October 2024, the IDPC provided LinkedIn with a final decision alleging GDPR violations and assessing a fine. In November 2024, LinkedIn appealed the final decision to the Irish courts, and the next hearing is scheduled for May 2025.

Other Contingencies

We also are subject to a variety of other claims and suits that arise from time to time in the ordinary course of our business. Although management currently believes that resolving claims against us, individually or in aggregate, will not have a material adverse impact in our consolidated financial statements, these matters are subject to inherent uncertainties and management’s view of these matters may change in the future.

As of March 31, 2025, we accrued aggregate legal liabilities of $530 million. While we intend to defend these matters vigorously, adverse outcomes that we estimate could reach approximately $800 million in aggregate beyond recorded amounts are reasonably possible. Were unfavorable final outcomes to occur, there exists the possibility of a material adverse impact in our consolidated financial statements for the period in which the effects become reasonably estimable.

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NOTE 15 — STOCKHOLDERS’ EQUITY

Share Repurchases

On September 14, 2021, our Board of Directors approved a share repurchase program authorizing up to $60.0 billion in share repurchases. This share repurchase program commenced in November 2021, has no expiration date, and may be terminated at any time. As of March 31, 2025, $549 million remained of this $60.0 billion share repurchase program.

On September 16, 2024, our Board of Directors approved a share repurchase program authorizing up to $60.0 billion in share repurchases. This share repurchase program will commence following completion of the program approved on September 14, 2021, has no expiration date, and may be terminated at any time.

We repurchased the following shares of common stock under the share repurchase program:

(In millions)SharesAmountSharesAmount
Fiscal Year20252024
First Quarter7$2,80011$3,560
Second Quarter83,50072,800
Third Quarter83,50072,800
Total23$9,80025$9,160

All repurchases were made using cash resources. All shares repurchased were under the share repurchase program approved on September 14, 2021. The above table excludes shares repurchased to settle employee tax withholding related to the vesting of stock awards of $1.3 billion and $4.1 billion for the three and nine months ended March 31, 2025, respectively, and $1.4 billion and $3.9 billion for the three and nine months ended March 31, 2024, respectively.

Dividends

Our Board of Directors declared the following dividends:

Declaration DateRecord DatePayment DateDividend Per ShareAmount
Fiscal Year 2025(In millions)
September 16, 2024November 21, 2024December 12, 2024$0.83$6,170
December 3, 2024February 20, 2025March 13, 20250.836,169
March 11, 2025May 15, 2025June 12, 20250.836,170
Total$2.49$18,509
Fiscal Year 2024
September 19, 2023November 16, 2023December 14, 2023$0.75$5,574
November 28, 2023February 15, 2024March 14, 20240.755,573
March 12, 2024May 16, 2024June 13, 20240.755,574
Total$2.25$16,721

The dividend declared on March 11, 2025 was included in other current liabilities as of March 31, 2025.

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NOTE 16 — ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following table summarizes the changes in accumulated other comprehensive income (loss) by component:

(In millions)Three Months Ended March 31,Nine Months Ended March 31,
2025202420252024
Derivatives
Balance, beginning of period$21$(9)$**(**3)$(27)
Unrealized gains (losses), net of tax of **$**5, $(5), $(1), and $120(19)**(**1)3
Reclassification adjustments for (gains) losses included in other income (expense), net**(**50)37732
Tax expense (benefit) included in provision for income taxes10(8)**(**2)(7)
Amounts reclassified from accumulated other comprehensive loss**(**40)29525
Net change related to derivatives, net of tax of $(5), $3, **$**1, and $8**(**20)10428
Balance, end of period$1$1$1$1
Investments
Balance, beginning of period$**(**1,945)$(2,511)$**(**2,625)$(3,582)
Unrealized gains (losses), net of tax of **$**118, $(56), **$**294, and $221445(212)1,110830
Reclassification adjustments for losses included in other income (expense), net6132549
Tax benefit included in provision for income taxes**(**1)(3)**(**5)(10)
Amounts reclassified from accumulated other comprehensive loss5102039
Net change related to investments, net of tax of $119, $(53), **$**299, and $231450(202)1,130869
Balance, end of period$**(**1,495)$(2,713)$**(**1,495)$(2,713)
Translation Adjustments and Other
Balance, beginning of period$**(**3,692)$(2,429)$**(**2,962)$(2,734)
Translation adjustments and other, net of tax of **$**0, $0, **$**0, and $0353(294)**(**377)11
Balance, end of period$**(**3,339)$(2,723)$**(**3,339)$(2,723)
Accumulated other comprehensive loss, end of period$**(**4,833)$(5,435)$**(**4,833)$(5,435)

NOTE 17 — SEGMENT INFORMATION AND GEOGRAPHIC DATA

In its operation of the business, management, including our chief operating decision maker, who is also our Chief Executive Officer, reviews certain financial information, including segmented internal profit and loss statements prepared on a basis not consistent with GAAP. During the periods presented, we reported our financial performance based on the following segments: Productivity and Business Processes, Intelligent Cloud, and More Personal Computing.

We have recast certain prior period amounts to conform to the way we internally manage and monitor our business. Refer to Note 1 – Accounting Policies for further information.

PART I

Item 1

Our reportable segments are described below.

Productivity and Business Processes

Our Productivity and Business Processes segment consists of products and services in our portfolio of productivity, communication, and information services, spanning a variety of devices and platforms. This segment primarily comprises:

Microsoft 365 Commercial products and cloud services, including Microsoft 365 Commercial cloud, comprising Microsoft 365 Commercial, Enterprise Mobility + Security, the cloud portion of Windows Commercial, the per-user portion of Power BI, Exchange, SharePoint, Microsoft Teams, Microsoft 365 Security and Compliance, Microsoft Viva, and Microsoft 365 Copilot; and Microsoft 365 Commercial products, comprising Windows Commercial on-premises and Office licensed on-premises.

Microsoft 365 Consumer products and cloud services, including Microsoft 365 Consumer subscriptions, Office licensed on-premises, and other consumer services.

LinkedIn, including Talent Solutions, Marketing Solutions, Premium Subscriptions, and Sales Solutions.

Dynamics products and cloud services, including Dynamics 365, comprising a set of intelligent, cloud-based applications across ERP, CRM, Power Apps, and Power Automate; and on-premises ERP and CRM applications.

Intelligent Cloud

Our Intelligent Cloud segment consists of our public, private, and hybrid server products and cloud services that can power modern business and developers. This segment primarily comprises:

Server products and cloud services, including Azure and other cloud services, comprising cloud and AI consumption-based services, GitHub cloud services, Nuance Healthcare cloud services, virtual desktop offerings, and other cloud services; and Server products, comprising SQL Server, Windows Server, Visual Studio, System Center, related Client Access Licenses (“CALs”), and other on-premises offerings.

Enterprise and partner services, including Enterprise Support Services, Industry Solutions, Nuance professional services, Microsoft Partner Network, and Learning Experience.

More Personal Computing

Our More Personal Computing segment consists of products and services that put customers at the center of the experience with our technology. This segment primarily comprises:

Windows and Devices, including Windows, comprising Windows OEM licensing (Windows Pro and non-Pro licenses sold through the OEM channel), Windows Internet of Things, and patent licensing; and Devices, comprising Surface, HoloLens, and PC accessories.

Gaming, including Xbox hardware and Xbox content and services, comprising first- and third-party content (including games and in-game content), Xbox Game Pass and other subscriptions, Xbox Cloud Gaming, advertising, third-party disc royalties, and other cloud services.

Search and news advertising, comprising Bing (including Copilot), Microsoft News, Microsoft Edge, and third-party affiliates.

Revenue and costs are generally directly attributed to our segments. However, due to the integrated structure of our business, certain revenue recognized and costs incurred by one segment may benefit other segments. Revenue from certain contracts is allocated among the segments based on the relative value of the underlying products and services, which can include allocation based on actual prices charged, prices when sold separately, or estimated costs plus a profit margin. Cost of revenue is allocated in certain cases based on a relative revenue methodology. Operating expenses that are allocated primarily include those relating to marketing of products and services from which multiple segments benefit and are generally allocated based on relative gross margin.

PART I

Item 1

In addition, certain costs are incurred at a corporate level and allocated to our segments. These allocated costs generally include legal, including settlements and fines, information technology, human resources, finance, excise taxes, field selling, shared facilities services, customer service and support, and severance incurred as part of a corporate program. Each allocation is measured differently based on the specific facts and circumstances of the costs being allocated and is generally based on relative gross margin or relative headcount.

Segment revenue and operating income were as follows during the periods presented:

(In millions)Three Months Ended March 31,Nine Months Ended March 31,
2025202420252024
Revenue
Productivity and Business Processes$29,944$27,113$87,698$78,193
Intelligent Cloud26,75122,14176,38763,679
More Personal Computing13,37112,60441,19838,523
Total$70,066$61,858$205,283$180,395
Operating Income
Productivity and Business Processes$17,379$15,143$50,780$43,955
Intelligent Cloud11,0959,51532,44927,978
More Personal Computing3,5262,92310,9769,575
Total$32,000$27,581$94,205$81,508

No sales to an individual customer or country other than the United States accounted for more than 10% of revenue for the three or nine months ended March 31, 2025 or 2024. Revenue, classified by the major geographic areas in which our customers were located, was as follows:

(In millions)Three Months Ended March 31,Nine Months Ended March 31,
2025202420252024
United States (a)$36,084$31,437$105,534$92,544
Other countries33,98230,42199,74987,851
Total$70,066$61,858$205,283$180,395

(a)

Includes billings to OEMs and certain multinational organizations because of the nature of these businesses and the impracticability of determining the geographic source of the revenue.

Revenue, classified by significant product and service offerings, was as follows:

(In millions)Three Months Ended March 31,Nine Months Ended March 31,
2025202420252024
Server products and cloud services$24,761$20,266$70,557$57,925
Microsoft 365 Commercial products and cloud services21,88319,71263,44956,077
Gaming5,7215,45117,92316,481
LinkedIn4,3114,01313,19012,121
Windows and Devices4,1444,09812,98512,801
Search and news advertising3,5043,05510,2879,241
Enterprise and partner services1,9461,8615,7665,722
Dynamics products and cloud services1,9291,7405,6915,025
Microsoft 365 Consumer products and cloud services1,8211,6485,3694,970
Other46146632
Total$70,066$61,858$205,283$180,395

PART I

Item 1

Our Microsoft Cloud revenue, which includes Microsoft 365 Commercial cloud, Azure and other cloud services, the commercial portion of LinkedIn, and Dynamics 365, was $42.4 billion and $122.2 billion for the three and nine months ended March 31, 2025, respectively, and $35.2 billion and $100.8 billion for the three and nine months ended March 31, 2024, respectively. These amounts are included in Microsoft 365 Commercial products and cloud services, Server products and cloud services, LinkedIn, and Dynamics products and cloud services in the table above.

Assets are not allocated to segments for internal reporting presentations. A portion of amortization and depreciation is included with various other costs in an overhead allocation to each segment. It is impracticable for us to separately identify the amount of amortization and depreciation by segment that is included in the measure of segment profit or loss.

PART I

Item 1

REPORT OF INDEPENDENT REGIST****ERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of Microsoft Corporation

Results of Review of Interim Financial Information

We have reviewed the accompanying consolidated balance sheet of Microsoft Corporation and subsidiaries (the "Company") as of March 31, 2025, the related consolidated statements of income, comprehensive income, cash flows, and stockholders’ equity for the three-month and nine-month periods ended March 31, 2025 and 2024, and the related notes (collectively referred to as the “interim financial information”). Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of June 30, 2024, and the related consolidated statements of income, comprehensive income, cash flows, and stockholders’ equity for the year then ended (not presented herein); and in our report dated July 30, 2024 (December 3, 2024 as to the effects of the retrospective adjustments in Notes 1, 8, 9, 13, and 19), we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of June 30, 2024, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

This interim financial information is the responsibility of the Company's management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our reviews in accordance with standards of the PCAOB. A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/S/ DELOITTE & TOUCHE LLP

Seattle, Washington

April 30, 2025

PART I

Item 2

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Note About Forward-Looking Statements

This report includes estimates, projections, statements relating to our business plans, objectives, and expected operating results that are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements may appear throughout this report, including the following sections: “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” (Part II, Item 1A of this Form 10-Q). These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that may cause actual results to differ materially. We describe risks and uncertainties that could cause actual results and events to differ materially in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Quantitative and Qualitative Disclosures About Market Risk” (Part I, Item 3 of this Form 10-Q), and “Risk Factors”. We undertake no obligation to update or revise publicly any forward-looking statements, whether because of new information, future events, or otherwise.

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help the reader understand the results of operations and financial condition of Microsoft Corporation. MD&A is provided as a supplement to, and should be read in conjunction with, our Annual Report on Form 10-K for the year ended June 30, 2024, our Form 8-K filed on December 3, 2024, and our consolidated financial statements and the accompanying Notes to Financial Statements (Part I, Item 1 of this Form 10-Q).

OVERVIEW

Microsoft is a technology company committed to making digital technology and artificial intelligence (“AI”) available broadly and doing so responsibly, with a mission to empower every person and every organization on the planet to achieve more. We create platforms and tools, powered by AI, that deliver innovative solutions that meet the evolving needs of our customers.

We generate revenue by offering a wide range of cloud-based solutions, content, and other services to people and businesses; licensing and supporting an array of software products; delivering relevant online advertising to a global audience; and designing and selling devices. Our most significant expenses are related to compensating employees; supporting and investing in our cloud-based services, including datacenter operations; designing, manufacturing, marketing, and selling our other products and services; and income taxes.

Highlights from the third quarter of fiscal year 2025 compared with the third quarter of fiscal year 2024 included:

Microsoft Cloud revenue increased 20% to $42.4 billion.

Microsoft 365 Commercial products and cloud services revenue increased 11% driven by Microsoft 365 Commercial cloud revenue growth of 12%.

Microsoft 365 Consumer products and cloud services revenue increased 10% driven by Microsoft 365 Consumer cloud revenue growth of 10%.

LinkedIn revenue increased 7%.

Dynamics products and cloud services revenue increased 11% driven by Dynamics 365 revenue growth of 16%.

Server products and cloud services revenue increased 22% driven by Azure and other cloud services revenue growth of 33%.

Windows OEM and Devices revenue increased 3%.

Xbox content and services revenue increased 8%.

Search and news advertising revenue excluding traffic acquisition costs increased 21%.

PART I

Item 2

Industry Trends

Our industry is dynamic and highly competitive, with frequent changes in both technologies and business models. Each industry shift is an opportunity to conceive new products, new technologies, or new ideas that can further transform the industry and our business. At Microsoft, we push the boundaries of what is possible through a broad range of research and development activities that seek to identify and address the changing demands of customers and users, industry trends, and competitive forces.

Economic Conditions, Challenges, and Risks

The markets for software, devices, and cloud-based services are dynamic and highly competitive. Our competitors are developing new software and devices, while also deploying competing cloud-based services for consumers and businesses. The devices and form factors customers prefer evolve rapidly, influencing how users access services in the cloud and, in some cases, the user’s choice of which suite of cloud-based services to use. Aggregate demand for our software, services, and devices is also correlated to global macroeconomic and geopolitical factors, which remain dynamic. We must continue to evolve and adapt over an extended time in pace with this changing environment.

The investments we are making in cloud and AI infrastructure and devices will continue to increase our operating costs and may decrease our operating margins. We continue to identify and evaluate opportunities to expand our datacenter locations and increase our server capacity to meet the evolving needs of our customers, particularly given the growing demand for AI services. Our datacenters depend on the availability of permitted and buildable land, predictable energy, networking supplies, and servers, including graphics processing units (“GPUs”) and other components. Our devices are primarily manufactured by third-party contract manufacturers. For the majority of our products, we have the ability to use other manufacturers if a current vendor becomes unavailable or unable to meet our requirements. However, some of our products contain certain components for which there are very few qualified suppliers. Extended disruptions at these suppliers could impact our ability to manufacture devices on time to meet consumer demand.

Our success is highly dependent on our ability to attract and retain qualified employees. We hire a mix of university and industry talent worldwide. We compete for talented individuals globally by offering an exceptional working environment, broad customer reach, scale in resources, the ability to grow one’s career across many different products and businesses, and competitive compensation and benefits.

Our international operations provide a significant portion of our total revenue and expenses. Many of these revenue and expenses are denominated in currencies other than the U.S. dollar. As a result, changes in foreign exchange rates may significantly affect revenue and expenses. Fluctuations in the U.S. dollar relative to certain foreign currencies decreased reported revenue and expenses from our international operations for the three months ended March 31, 2025, and did not have a material impact on reported revenue and expenses from our international operations for the nine months ended March 31, 2025.

Further, global, regional, and local economic developments and changes in global trade policies such as restrictions on international trade, including tariffs and other controls on imports or exports, could result in increased supply chain challenges, cost volatility, and consumer and economic uncertainty which may adversely affect our results of operations.

Refer to Risk Factors (Part II, Item 1A of this Form 10-Q) for a discussion of these factors and other risks.

Seasonality

Our revenue fluctuates quarterly and is generally higher in the fourth quarter of our fiscal year. Fourth quarter revenue is driven by a higher volume of multi-year contracts executed during the period.

Reportable Segments

We report our financial performance based on the following segments: Productivity and Business Processes, Intelligent Cloud, and More Personal Computing. The segment amounts included in MD&A are presented on a basis consistent with our internal management reporting.

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In August 2024, we announced changes to the composition of our segments. These changes align our segments with how we currently manage our business, most notably bringing the commercial components of Microsoft 365 together in the Productivity and Business Processes segment. Beginning in fiscal year 2025, the information that our chief operating decision maker is regularly provided and reviews for purposes of allocating resources and assessing performance reflects these segment changes. Prior period segment information has been recast to conform to the way we internally manage and monitor our business during fiscal year 2025.

Additional information on our reportable segments is contained in Note 17 – Segment Information and Geographic Data of the Notes to Financial Statements (Part I, Item 1 of this Form 10-Q).

Metrics

We use metrics in assessing the performance of our business and to make informed decisions regarding the allocation of resources. We disclose metrics to enable investors to evaluate progress against our ambitions, provide transparency into performance trends, and reflect the continued evolution of our products and services. Our commercial and other business metrics are fundamentally connected based on how customers use our products and services. The metrics are disclosed in the MD&A or the Notes to Financial Statements (Part I, Item 1 of this Form 10-Q). Financial metrics are calculated based on financial results prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), and growth comparisons relate to the corresponding period of last fiscal year.

In the first quarter of fiscal year 2025, we made updates to our metrics in connection with the segment changes described above. These changes align our metrics with how we manage and monitor certain businesses. The key change was bringing the commercial components of Microsoft 365 together and creating a new Microsoft 365 Commercial cloud revenue growth metric. Other changes include combining Windows OEM and Devices into a single revenue growth metric that brings revenue from PC market-driven businesses together, as well as elevating our cloud revenue growth metrics to align to our strategic focus on cloud growth.

Commercial

Our commercial business primarily consists of Server products and cloud services, Microsoft 365 Commercial products and cloud services, the commercial portion of LinkedIn, Enterprise and partner services, and Dynamics products and cloud services. Our commercial metrics allow management and investors to assess the overall health of our commercial business and include leading indicators of future performance.

Commercial remaining performance obligationCommercial portion of revenue allocated to remaining performance obligations, which includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods
Microsoft Cloud revenue and revenue growthRevenue from Microsoft 365 Commercial cloud, Azure and other cloud services, the commercial portion of LinkedIn, and Dynamics 365
Microsoft Cloud gross margin percentageGross margin percentage for our Microsoft Cloud business

PART I

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Productivity and Business Processes and Intelligent Cloud

Metrics related to our Productivity and Business Processes and Intelligent Cloud segments assess the health of our core businesses within these segments. The metrics primarily reflect growth across our cloud services.

Microsoft 365 Commercial cloud revenue growthRevenue from Microsoft 365 Commercial subscriptions, comprising Microsoft 365 Commercial, Enterprise Mobility + Security, the cloud portion of Windows Commercial, the per-user portion of Power BI, Exchange, SharePoint, Microsoft Teams, Microsoft 365 Security and Compliance, Microsoft Viva, and Microsoft 365 Copilot
Microsoft 365 Commercial seat growthThe number of Microsoft 365 Commercial seats at end of period where seats are paid users covered by a Microsoft 365 Commercial subscription
Microsoft 365 Consumer cloud revenue growthRevenue from Microsoft 365 Consumer subscriptions and other consumer services
Microsoft 365 Consumer subscribersThe number of Microsoft 365 Consumer subscribers at end of period
LinkedIn revenue growthRevenue from LinkedIn, including Talent Solutions, Marketing Solutions, Premium Subscriptions, and Sales Solutions
Dynamics 365 revenue growthRevenue from Dynamics 365, including a set of intelligent, cloud-based applications across ERP, CRM, Power Apps, and Power Automate
Azure and other cloud services revenue growthRevenue from Azure and other cloud services, including cloud and AI consumption-based services, GitHub cloud services, Nuance Healthcare cloud services, virtual desktop offerings, and other cloud services

More Personal Computing

Metrics related to our More Personal Computing segment assess the performance of our key consumer businesses.

Windows OEM and Devices revenue growthRevenue from sales of Windows Pro and non-Pro licenses sold through the OEM channel and sales of first-party Devices, including Surface, HoloLens, and PC accessories
Xbox content and services revenue growthRevenue from Xbox content and services, comprising first- and third-party content (including games and in-game content), Xbox Game Pass and other subscriptions, Xbox Cloud Gaming, advertising, third-party disc royalties, and other cloud services
Search and news advertising revenue (ex TAC) growthRevenue from search and news advertising excluding traffic acquisition costs (“TAC”) paid to Bing Ads network publishers and news partners

SUMMARY RESULTS OF OPERATIONS

(In millions, except percentages and per share amounts)Three Months Ended March 31,Percentage ChangeNine Months Ended March 31,Percentage Change
2025202420252024
Revenue$70,066$61,85813%$205,283$180,39514%
Gross margin48,14743,35311%141,466125,96512%
Operating income32,00027,58116%94,20581,50816%
Net income25,82421,93918%74,59966,10013%
Diluted earnings per share3.462.9418%9.998.8513%

PART I

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