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Microsoft Board Recommends Gates, Ballmer for Re-Election

NEW YORK ( TheStreet) -- Chairman Bill Gates and outgoing CEO Steve Ballmer have been nominated for re-election to Microsoft's (MSFT - Get Report) board of directors.

In the company's recent proxy statement filing with the Securities and Exchange Commission Gates and Ballmer, both 57, top the list of nine candidates recommended for re-election to one-year terms on the board.

Microsoft shares were trading at $33.78, down 0.22 mid-morning in New York.

According to the government filing, Gates has been on the board for 32 years and is the largest individual stockholder with 4.52% of the company's shares. Ballmer joined the board in 2000, the year he ascended to the CEO post. Ballmer currently owns 3.99% of the company. All other board members own less than one percent.

Together, Gates and Ballmer own more than 8.5 percent of Microsoft. The next largest investor is BlackRock (BLK - Get Report) with more than 5.5%.

According to Reuters, both have recently been the target of a small group of investors who believe the company needs to change its focus to compete with rivals Apple (AAPL) and Google (GOOG). They reportedly are asking that Gates resign from the board.

In August Ballmer announced he would retire from his Microsoft CEO job within one year. Bill Gates is part of the three director committee charged with finding a replacement to run the company. Former Nokia (NOK) boss Stephen Elop is said to be inn the running for the top job. A few days ago Ford's (F) Alan Mulally took his name out of consideration.

The SEC filing made no mention of the possibility of Mason Morfit joining the Microsoft board. Morfit is president of ValueAct Capital Management and was offered a seat on the board two months ago. It is expected he will be appointed to a board seat sometime after the shareholders meeting scheduled for Nov. 19 in Bellevue, Wash.

In was also disclosed that Ballmer received a smaller bonus for fiscal 2013 mainly because of the poor showing of Windows 8 and the failure of Surface RT tablets to gain sales traction. In addition to his $697,500 salary Ballmer was paid a bonus of $550,000. That was 11% less than he had received in the previous year.

-- Written by Gary Krakow in New York.

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