Satya Nadella is the Microsoft CEO and chairman, with the board naming him CEO in February 2014 and chairman in June 2021. He had spent more than 20 years at Microsoft when the board picked him, after he had run the company’s cloud and enterprise business.
Microsoft proxy filing
Microsoft’s proxy statement filed on 21 October 2026 put the dates in writing: “Mr. Nadella was appointed CEO in February 2014 and Chairman in June 2021.”
The same filing matters because shareholders will vote on Proposal 7 at Microsoft’s virtual annual meeting scheduled for 8 December 2026.
New York State Common Retirement Fund
The New York State Common Retirement Fund wants two different people in the chairman and CEO jobs.
Microsoft’s board is asking investors to vote no, saying Nadella is the director best qualified to lead because of his knowledge of Microsoft’s business and strategy.
That argument runs against the fund’s view that one person holding both jobs weakens board oversight.
John Thompson and Sandra Peterson
John Thompson served as Microsoft’s independent chairman from February 2014 to June 2021, which shows the board has already used a split structure before Nadella took on both titles.
Sandra Peterson is Microsoft’s lead independent director, and she leads the yearly review of the CEO’s performance and coordinates the board’s oversight of CEO succession planning.
For shareholders, the practical question is whether to keep that oversight concentrated around Nadella or force a return to two separate top jobs when they vote on 8 December 2026.
