News & Events

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On April 6, 2026, Oracle Corporation (“Oracle”) announced that Hilary Maxson will join Oracle as Chief Financial Officer on April 6, 2026. Ms. Maxson, age 48, served as Executive Vice President and Group Chief Financial Officer of Schneider Electric SE (“Schneider”) from 2020 until April 2026. In this role, Ms. Maxson was a member of Schneider’s Exe…

Results of Operati ons and Financial Condition On March 10, 2026, Oracle Corporation (“Oracle”) issued a press release announcing financial results for its fiscal third quarter ended February 28, 2026. A copy of this press release is furnished as Exhibit 99.1 to this report. Section 8—Other Events

O ther Events Oracle announced that its Board of Directors has declared a cash dividend of $1,263.89 per share of our outstanding Mandatory Convertible Preferred Stock and $0.50 per share of our outstanding common stock. The Mandatory Convertible Preferred Stock dividend is payable on April 15, 2026 to stockholders of record as of the close of business on April 1, 2026 and the common stock dividend is payable on April 24, 2026 to stockholders of record as of the close of business on April 9,…

Entry into a Material Definitive Agreement On February 2, 2026, Oracle Corporation, a Delaware corporation (“Oracle”) entered into an underwriting agreement (the “Underwriting Agreement”) with BofA Securities, Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, HSBC Securities (USA) Inc. and J.P. Morgan Securities LLC, as representatives of the several underwriters named therein, pursuant to which Oracle agreed to issue and sell 100,000,000 depositary…

Material Modification to Rights of Security Holders On February 5, 2026, Oracle filed the Certificate of Designations with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative special rights of the Mandatory Convertible Preferred Stock. The Certificate of Designations became effective upon filing. Subject to certain exceptions, so long as any share of Mandatory Convertible Preferred Stock remains outstanding, no dividend or distribution will b…

Entry into a Material Definitive Agreement Equity Distribution Agreement On February 2, 2026, Oracle Corporation, a Delaware corporation (“Oracle”) entered into an equity distribution agreement (the “Equity Distribution Agreement”) with BofA Securities, Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC, as sales agents, to sell shares of common stock, par value $0.01 per share, of Oracle (the “Common Stock”) having aggre…

Other Events Issuance of $25 Billion Aggregate Principal Amount of Notes On February 4, 2026, Oracle consummated the issuance and sale of $500,000,000 aggregate principal amount of its Floating Rate Notes due 2029, $3,000,000,000 aggregate principal amount of its 4.550% Notes due 2029, $3,500,000,000 aggregate principal amount of its 4.950% Notes due 2031, $3,000,000,000 aggregate principal amount of its 5.350% Notes due 2033, $5,000,000,000 aggregate principal amount of its 5.700% Notes due…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On January 5, 2026, George H. Conrades, age 86, notified the Board of Directors (the “Board”) of Oracle Corporation (“Oracle”) that after 18 years of service to Oracle, he is retiring as a director effective immediately. On January 7, 2026, Naomi O. Seligman, age 87, notified the Board that after 20 years of service to Oracle, she is retiring as a d…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On September 30, 2025, the Compensation Committee of the Board (the “Compensation Committee”) approved the following salary and bonus changes: (i) effective as of the Effective Date, an increase in annual base salary to $950,000 for each of Messrs. Magouyrk, Sicilia and Kehring; (ii) for each of Mr. Magouyrk and Mr. Sicilia, an annual target cash bo…

Regulation FD Disclosure. Safra Catz, Chief Executive Officer of Oracle Corporation (“Oracle”) plans to meet with other Oracle colleagues later today. She will say, “Oracle is off to a strong start in FY26. Our MultiCloud database revenue continues to grow at over 100%, and we signed multiple large cloud services agreements including one that is expected to contribute more than $30 billion in annual revenue starting in FY28.” “Safe Harbor” Statement: Amounts ultimately recognized from the con…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Effective as of March 1, 2025 (the “Effective Date”), Mr. Screven will remain employed by Oracle on a part-time basis as a Technical Advisor reporting to Safra Catz, Oracle’s Chief Executive Officer. Mr. Screven will no longer be an executive officer of Oracle as of the Effective Date. On February 21, 2025, the Compensation Committee of Oracle’s Boa…

Other Events On January 21, 2025, in the derivative litigation regarding the acquisition of NetSuite Inc. by Oracle Corporation (“Oracle”), the Supreme Court of the State of Delaware, sitting en banc, affirmed the lower court’s judgment in favor of defendants Larry Ellison, Chairman and Chief Technology Officer of Oracle, and Safra Catz, Director and Chief Executive Officer of Oracle. The court rejected all of plaintiffs’ claims. SIGNATURE Pursuant to the requirements of the Securities Exchan…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers After working for Oracle Corporation (“Oracle”) for 38 years, including most recently as Executive Vice President, Chief Corporate Architect, Edward Screven provided notice on January 8, 2025 of his intention to retire from Oracle by the end of February 2025. Mr. Screven will assist in the transition of his duties until his retirement becomes effect…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On October 4, 2022, William Corey West, Executive Vice President, Chief Accounting Officer of Oracle Corporation (“Oracle”), provided notice of his intent to retire from Oracle effective as of December 31, 2022. Maria Smith will be appointed as Chief Accounting Officer of Oracle effective upon Mr. West’s retirement. Ms. Smith, 56, has served as Seni…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On June 27, 2022, Dorian Daley, Executive Vice President and General Counsel of Oracle Corporation (“Oracle”), provided notice of her intent to retire from Oracle in August 2022. Ms. Daley will assist in the transition of her duties until her retirement becomes effective. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934,…