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[Form 4] Oracle Corp Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

Oracle CEO Safra Catz reported significant insider trading activity through a pre-planned Rule 10b5-1 trading plan. On June 20-23, 2025, Catz exercised stock options for 3,694,918 shares at $51.13 per share and subsequently sold them in multiple transactions.

The transactions included:

  • Exercise of 2,284,371 shares on June 20, followed by sales at prices ranging from $204.64 to $213.33
  • Exercise of 1,410,547 shares on June 23, followed by sales at prices ranging from $202.63 to $207.23

Following these transactions, Catz's direct ownership stands at 1,118,592 shares. The stock options were part of a performance-based compensation package, with each exercise representing 1/7 of the vested options. The sales were executed pursuant to a Rule 10b5-1 plan established on September 25, 2024, demonstrating pre-planned, compliant insider selling activity.

Positive
  • CEO Safra Catz exercised options at a favorable price of $51.13, significantly below current market price (~$204-213)
  • The transactions were executed according to a pre-planned 10b5-1 trading plan established in September 2024, demonstrating proper compliance and forward planning
  • The options exercise indicates successful achievement of performance goals as noted in footnote 17
Negative
  • Large insider sale: CEO Safra Catz sold approximately 2.9 million shares over two days (June 20-23, 2025)
  • Total value of shares sold is approximately $600 million, representing a significant reduction in CEO's direct ownership
  • CEO's direct holdings reduced from over 3.4 million shares to approximately 1.1 million shares, a roughly 67% reduction in position

Insights

Analyzing...

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
CATZ SAFRA
(Last) (First) (Middle)
C/O DELPHI ASSET MGMT CORPORATION
200 S. VIRGINIA ST., SUITE 625
(Street)
RENO NV 89511
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ORACLE CORP [ ORCL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/20/2025 M 2,284,371 A $51.13 3,402,963 D
Common Stock 06/20/2025 S(1) 407,254 D $204.9513(2) 2,995,709 D
Common Stock 06/20/2025 S(1) 251,593 D $206.2054(3) 2,744,116 D
Common Stock 06/20/2025 S(1) 461,378 D $207.2358(4) 2,282,738 D
Common Stock 06/20/2025 S(1) 483,980 D $208.1164(5) 1,798,758 D
Common Stock 06/20/2025 S(1) 526,319 D $209.0152(6) 1,272,439 D
Common Stock 06/20/2025 S(1) 27,026 D $210.1395(7) 1,245,413 D
Common Stock 06/20/2025 S(1) 58,813 D $211.2079(8) 1,186,600 D
Common Stock 06/20/2025 S(1) 55,104 D $211.8726(9) 1,131,496 D
Common Stock 06/20/2025 S(1) 12,904 D $213.1932(10) 1,118,592 D
Common Stock 06/23/2025 M 215,629 A $51.13 1,334,221 D
Common Stock 06/23/2025 M 1,194,918 A $51.13 2,529,139 D
Common Stock 06/23/2025 S(1) 47,414 D $203.3607(11) 2,481,725 D
Common Stock 06/23/2025 S(1) 168,215 D $204.1947(12) 2,313,510 D
Common Stock 06/23/2025 S(1) 190,977 D $204.1947(13) 2,122,533 D
Common Stock 06/23/2025 S(1) 482,330 D $205.2576(14) 1,640,203 D
Common Stock 06/23/2025 S(1) 206,273 D $206.1242(15) 1,433,930 D
Common Stock 06/23/2025 S(1) 315,338 D $207.0155(16) 1,118,592 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Stock Option $51.13 06/20/2025 M 2,284,371 06/27/2024(17) 07/20/2025 Common Stock 2,284,371 $0 215,629 D
Stock Option $51.13 06/23/2025 M 215,629 06/27/2024(17) 07/20/2025 Common Stock 215,629 $0 0 D
Stock Option $51.13 06/23/2025 M 1,194,918 06/30/2023(17) 07/20/2025 Common Stock 1,194,918 $0 0 D
Explanation of Responses:
1. Sale of shares pursuant to Rule 10b5-1 Plan adopted on September 25, 2024.
2. This transaction was executed in multiple trades at prices ranging from $204.64 to $205.615. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
3. This transaction was executed in multiple trades at prices ranging from $205.68 to $206.675. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
4. This transaction was executed in multiple trades at prices ranging from $206.68 to $207.675. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
5. This transaction was executed in multiple trades at prices ranging from $207.68 to $208.675. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
6. This transaction was executed in multiple trades at prices ranging from $208.68 to $209.66. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
7. This transaction was executed in multiple trades at prices ranging from $209.68 to $210.66. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
8. This transaction was executed in multiple trades at prices ranging from $210.68 to $211.665. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
9. This transaction was executed in multiple trades at prices ranging from $211.685 to $212.68. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
10. This transaction was executed in multiple trades at prices ranging from $212.69 to $213.33. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
11. This transaction was executed in multiple trades at prices ranging from $202.63 to $203.62. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
12. This transaction was executed in multiple trades at prices ranging from $203.63 to $204.625. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
13. This transaction was executed in multiple trades at prices ranging from $203.63 to $204.625. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
14. This transaction was executed in multiple trades at prices ranging from $204.63 to $205.625. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
15. This transaction was executed in multiple trades at prices ranging from $205.63 to $206.62. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
16. This transaction was executed in multiple trades at prices ranging from $206.63 to $207.23. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.
17. Represents 1/7 of the number of shares subject to a performance-based option that vested upon certification of a performance goal by the Compensation Committee.
/s/ Aimee Weast by Aimee Weast, Attorney in Fact for Safra Catz (POA Filed 03-21-19) 06/24/2025
** 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 Number.

Source:

FAQ

How many ORCL shares did CEO Safra Catz sell on June 20, 2025?

On June 20, 2025, Oracle CEO Safra Catz sold a total of 2,284,371 shares in multiple transactions at prices ranging from approximately $204.64 to $213.33 per share. These sales were executed through a pre-arranged Rule 10b5-1 trading plan.

What was the average selling price for ORCL stock in Safra Catz's June 23, 2025 transactions?

On June 23, 2025, CEO Safra Catz sold Oracle shares in multiple transactions with prices ranging from $202.63 to $207.23 per share. The weighted average prices for different blocks ranged from $203.36 to $207.02 per share.

How many ORCL stock options did Safra Catz exercise in June 2025?

Safra Catz exercised three blocks of stock options: 2,284,371 shares on June 20, 2025, and 215,629 shares plus 1,194,918 shares on June 23, 2025. All options had an exercise price of $51.13 per share.

How many ORCL shares does Safra Catz own after these transactions?

Following all reported transactions through June 23, 2025, Safra Catz directly owned 1,118,592 shares of Oracle common stock. These shares are held in direct ownership (Form: D).

Was ORCL CEO Safra Catz's stock sale planned in advance?

Yes, according to the filing, all sales were executed pursuant to a Rule 10b5-1 Plan that was adopted on September 25, 2024. This indicates the transactions were part of a pre-planned trading arrangement.
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