HOLD MICROSOFT TO ACCOUNT FOR IT’S REPORTED ROLE IN THE GAZA GENOCIDE

This is a guide for Microsoft shareholders to co-file the resolution assessing effectiveness of Microsoft’s human rights due diligence process

Microsoft shareholders are co-filing this resolution to turn it into the resolution with the most number of co-filers ever.

Why co-file a proposal

Co-filing is an important part of the shareholder advocacy process. While the lead filer is responsible for submitting the proposal, other institutional and individual investors can choose to co-file (essentially signing on in support). Co-filing signals to the company that multiple shareholders are aligned on the issue, demonstrating broader investor concern and increasing pressure for a response. It also helps build momentum and shows that the issue is not isolated to one investor but part of a growing call for action.

Eligibility

To be eligible to co-file a shareholder proposal, an investor must have beneficially owned and continuously held shares of the company’s common stock for a minimum duration and value, based on the following SEC thresholds:

  • At least $25,000 in common stock held for one year
  • At least $15,000 in common stock held for two years
  • At least $2,000 in common stock held for three years

If you're unsure whether you meet the eligibility requirements, please confirm with your custodian before proceeding.

Below are detailed instructions on how to co-file the resolution. Co-filers can begin submitting their packets to Microsoft starting on June 25, 2025. Please do not file before this date.

Email microsoft@eko.org if you have any questions.

Topline checklist (more details below):

  • If you haven’t already, let Ekō know that you intend to file by shooting us a quick email: microsoft@eko.org - it’s crucial that we keep track of every co-filer on this resolution in order to coordinate carefully.
  • Get proof of ownership from your broker/custodian. We provided a template for them to fill-in and sign. This is the most time consuming part so start here!
  • Fill out / print / sign the co-filing letter to Microsoft. We provided a template for this as well.
  • Download/print 1) The resolution and, 2) The lead filer’s original letter.
  • Send all 4 documents together as a package via email AND Fedex/UPS between June 25-June27. The actual deadline for co-filing is July 1 no later than 5:30pm Pacific, but we’re aiming to get everyone filed by the 27th.  
  • Fill out this google form so we can track co-filers and amount of shares.
  • Read the “important note” at the end of this document which highlights how co-filers must not communicate about the resolution once filed. This is in order for us to be compliant with SEC rules. We will be in touch soon with further guidance on communication.

How to co-file a proposal

Step 1: Prepare the Co-Filing Packet

Your co-filing packet must include the following materials:

  1. A Proof of Ownership letter (template to copy for your broker here)
  1. The template letter must be completed/signed by your custodian.
  2. This is often the most time-consuming step, so we recommend starting this process as early as possible.
  3. The date of the letter should be the filing date (not before June 25, not after July 1, 5:30pm Pacific Time). Make sure this date matches the co-filing letter below’s date, and make sure that this is truly the date you intend to submit by email/mail.[a]
  1. Co-Filing Letter (template to copy here)
  1. The template letter must be completed/signed by you.
  2. This letter also grants the authority to the lead filer to meet with the company on behalf of the co-filers.
  3. The date of the letter should be the filing date (not before June 25, not after July 1, 5:30pm Pacific Time). Make sure this date matches the proof of ownership date above, and make sure that this is truly the date you intend to submit by email/mail.
  1. The final shareholder proposal (in pdf format, download it here.)
  2. The lead filer’s filing materials (in pdf format, download it here.)

Those are all the materials you need to co-file! Next, how to submit.

Step 2: Submit Your Co-Filing Packet

  • Check and make sure that the dates on your co-filing letter match the proof of ownership letter, and that is also corresponds to the date you will be submitting by mail/email.
  • You should submit your co-filing packet by email AND by mail (UPS or FEDEX) to ensure it is received.
  • The deadline for Microsoft to receive your co-filing packet is July 1, 2025, by 5:30 p.m. Pacific Time.  Please do not submit before June 25, 2025. We suggest physically mailing your packet on either June 25, 26, or 27.
  • We ask that you fill out this google form once you have submitted your co-filing packet so we can keep a record of the co-filers. There is no other way to keep track of co-filers besides directly informing us. You will be asked to provide the number of shares you hold at Microsoft.

Where to submit the co-filing packet:

  • Electronically:
  • By mail:

Microsoft Corporation

MSC 123/9999

Office of the Corporate Secretary

One Microsoft Way

Redmond, WA 98052-6399

If you have any questions about co-filing, please reach out to the Ekō team at microsoft@eko.org, and/or the main coordinators of the resolution: Aaron (aacosta@iasj.org) and Caitlin (cseznec@iasj.org).

IMPORTANT NOTE: Once you have filed, you must agree to not communicate about the shareholder proposal (both publicly and internally). This includes any communication with a digital record such as internal/external email, social media, and virtual meetings. This can be construed as trying to get support for the shareholder proposal. This provision also applies to third-parties who have not actually co-filed, but work with the co-filers. This is to ensure compliance with securities law.

[a]Tip: Ask your broker if they can date and sign the letter on a specific date, which is the date you will co-file.

Suggested message to broker: 

Hi X, I'd like to co-file a shareholder resolution with Microsoft. I intend to co-file on June 26. Can you please provide me with a proof of ownership letter dated June 26 so I can print and include it in my co-filing materials which I will send on that day? Here's a template you can use in case it helps speed up the process...