Statement of Changes in Beneficial Ownership (4)
October 27 2022 - 7:10PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Screven Edward |
2. Issuer Name and Ticker or Trading Symbol
ORACLE CORP
[
ORCL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Corporate Architect |
(Last)
(First)
(Middle)
5525 KIETZKE LANE, SUITE 200 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/25/2022 |
(Street)
RENO, NV 89511
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 10/27/2022 | | M | | 200000 | A | $32.175 | 2743033 | D | |
Common Stock | 10/27/2022 | | S | | 200000 | D | $74.896 (1) | 2543033 | D | |
Common Stock | | | | | | | | 10188 | I | By Spouse |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Unit | (2) | 10/25/2022 | | A | | 284.73 | | (2) | (2) | Common Stock | 284.73 | $73.14 | 65363.294 | D | |
Restricted Stock Unit | (3) | 10/25/2022 | | A | | 1687.439 | | (3) | (3) | Common Stock | 1687.439 | $73.14 | 512372.632 | D | |
Stock Option | $32.175 | 10/27/2022 | | M | | | 200000 | (4) | 11/30/2022 | Common Stock | 200000 | $0 | 0 | D | |
Explanation of Responses: |
(1) | This transaction was executed in multiple trades at prices ranging from $74.69 to $75.24. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer, upon request, full information regarding the number of shares and prices at which the transaction was effected. |
(2) | Represents dividend equivalents accrued with respect to earned restricted stock units that were granted on September 5, 2017, which the reporting person has elected to defer. The number of dividend equivalents reported was calculated using Oracle's closing stock price on October 25, 2022 ($73.14), the date on which dividends were paid on Oracle's common stock. |
(3) | Represents dividend equivalents accrued with respect to earned restricted stock units that were granted on December 5, 2018, which the reporting person has elected to defer. The number of dividend equivalents reported was calculated using Oracle's closing stock price on October 25, 2022 ($73.14), the date on which dividends were paid on Oracle's common stock. |
(4) | 25% of the shares subject to the option vested annually on each anniversary of the grant date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Screven Edward 5525 KIETZKE LANE SUITE 200 RENO, NV 89511 |
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| Chief Corporate Architect |
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Signatures
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/s/ Rebecca Isakson, by Rebecca Isakson, Attorney in Fact for Edward Screven (POA filed 12/07/2018) | | 10/27/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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