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Oracle CEO sells 10,882 shares at $139.94

Oracle’s CEO reported a planned share sale, RSU vesting, tax withholding, and updated direct and spousal holdings.

(Very High)
(Negative)
Form Type
4

Rhea-AI Filing Summary

ORACLE CORP (ORCL) Chief Executive Officer Michael D. Sicilia reported several equity transactions. On September 16, 2026, he sold 10,882 shares of common stock at $139.94 per share pursuant to a Rule 10b5-1 Plan adopted on December 24, 2025. On September 15, 2026, 52,673 restricted stock units converted into the same number of common shares, and 25,468 shares were withheld to cover tax liability on vesting. He also reports 2,655 shares of common stock held indirectly by his spouse and 52,674 restricted stock units remaining after these transactions.

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Insights

Analyzing...

Insider Sicilia Michael D.
Role Chief Executive Officer
Sold 10,882 shs ($1.52M)
Approx. gross sale proceeds $1.52M
Type Security Shares Price Value
Sale Common Stock F3 10,882 $139.94 $1.52M
Exercise Restricted Stock Unit F4, F5 52,673 $0.00 $0.00
Exercise Common Stock F1 52,673 $0.00 $0.00
Tax Withholding Common Stock F2 25,468 $144.79 $3.69M
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 52,674 contracts (Direct); Common Stock — 149,084.279 shares (Direct); Common Stock — 2,655 shares (Indirect, By Spouse)
Footnotes (5)
  1. F1. Includes 34 and 71 shares acquired under the Issuer's employee stock purchase plan on September 30, 2025 and March 31, 2026, respectively.
  2. F2. Shares withheld for payment of tax liability upon vesting of restricted stock units.
  3. F3. Sale of shares pursuant to Rule 10b5-1 Plan adopted on December 24, 2025.
  4. F4. Each restricted stock unit represents the contingent right to receive, at settlement, one share of common stock.
  5. F5. The restricted stock units vest in four equal annual installments, beginning on the first anniversary of the date of the grant.
Shares sold 10,882 shares Common stock sale by CEO on September 16, 2026
Sale price $139.94 per share Price for 10,882-share common stock sale on September 16, 2026
RSUs converted 52,673 restricted stock units RSUs converting into 52,673 common shares on September 15, 2026
Shares withheld for taxes 25,468 shares Common shares withheld at vesting to pay tax liability on September 15, 2026
Tax withholding reference price $144.79 per share Value used for 25,468 withheld shares for tax liability
Remaining RSUs 52,674 restricted stock units Direct RSU holdings reported after transactions
Indirect spousal holdings 2,655 shares Common stock held indirectly by spouse as of September 15, 2026
Rule 10b5-1 Plan regulatory
"Sale of shares pursuant to Rule 10b5-1 Plan adopted on December 24, 2025"
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
restricted stock unit financial
"Each restricted stock unit represents the contingent right to receive, at settlement"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
employee stock purchase plan financial
"shares acquired under the Issuer's employee stock purchase plan on September 30, 2025"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
tax liability financial
"Shares withheld for payment of tax liability upon vesting of restricted stock units"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did ORCL’s CEO Michael D. Sicilia sell in this Form 4 filing?

He sold 10,882 shares of Oracle common stock on September 16, 2026 at $139.94 per share, reported as a sale in the open market or a private transaction pursuant to a Rule 10b5-1 Plan adopted on December 24, 2025.

Were ORCL CEO Michael D. Sicilia’s stock sales under a Rule 10b5-1 plan?

Yes. The filing states the 10,882-share sale on September 16, 2026 was a “Sale of shares pursuant to Rule 10b5-1 Plan adopted on December 24, 2025,” indicating the sale was pre-arranged under that trading plan.

What RSU activity did ORCL report for CEO Michael D. Sicilia?

On September 15, 2026, 52,673 restricted stock units converted into 52,673 shares of Oracle common stock. The filing notes that each RSU represents a right to receive one share and that the RSUs vest in four equal annual installments from the grant date.

How many Oracle shares were withheld for taxes in this ORCL Form 4?

The company reports that 25,468 shares of Oracle common stock were withheld on September 15, 2026, at a value of $144.79 per share, described as “Shares withheld for payment of tax liability upon vesting of restricted stock units.”

What indirect Oracle (ORCL) holdings does CEO Michael D. Sicilia report?

He reports 2,655 shares of Oracle common stock held indirectly through his spouse, classified as “By Spouse.” These are listed as a holding entry, not as a new transaction, giving visibility into family-related ownership.

How many restricted stock units does ORCL’s CEO hold after these transactions?

After the reported transactions, Michael D. Sicilia is shown holding 52,674 restricted stock units directly. Footnotes explain that each restricted stock unit represents a contingent right to receive, at settlement, one share of Oracle common stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Sicilia Michael D.

(Last)(First)(Middle)
C/O DELPHI ASSET MGMT CORPORATION
200S.VIRGINIA ST., SUITE 625

(Street)
RENO NEVADA 89501

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ORACLE CORP [ ORCL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock09/15/2026M52,673A$0185,434.279(1)D
Common Stock09/15/2026F(2)25,468D$144.79159,966.279D
Common Stock09/16/2026S(3)10,882D$139.94149,084.279D
Common Stock2,655IBy Spouse
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(4)09/15/2026M52,673 (5) (5)Common Stock52,673$052,674D
Explanation of Responses:
1. Includes 34 and 71 shares acquired under the Issuer's employee stock purchase plan on September 30, 2025 and March 31, 2026, respectively.
2. Shares withheld for payment of tax liability upon vesting of restricted stock units.
3. Sale of shares pursuant to Rule 10b5-1 Plan adopted on December 24, 2025.
4. Each restricted stock unit represents the contingent right to receive, at settlement, one share of common stock.
5. The restricted stock units vest in four equal annual installments, beginning on the first anniversary of the date of the grant.
/s/ Aimee Weast by Aimee Weast, Attorney in Fact for Michael D. Sicilia (POA filed 6/12/2025)09/17/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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