Oracle insider Michael Sicilia reports RSU vesting, 86.7k shares sold under 10b5-1
Rhea-AI Filing Summary
Michael D. Sicilia, listed as President, Industries, filed a Form 4 reporting multiple transactions in Oracle Corp (ORCL) securities between 09/19/2025 and 09/23/2025. Restricted stock units vested on 09/19/2025 (35,801 RSUs) and 09/20/2025 (73,411 RSUs), each RSU representing one share, and were reported as acquisitions under Code M. Shares were withheld to satisfy tax withholding on the 09/19 vesting. Separately, sales and dispositions occurred: 17,310 shares sold at $296.62 on 09/19/2025, 35,495 shares sold at $308.66 on 09/22/2025, and 33,845 shares sold at $321.16 on 09/23/2025 under a Rule 10b5-1 plan adopted 12/18/2024. Following the reported activity, the filing shows 132,656.279 shares beneficially owned directly and 2,655 shares indirectly by spouse.
Positive
- RSU vesting demonstrates compensation alignment with shareholder outcomes through equity-based pay
- Sales executed under a Rule 10b5-1 plan adopted 12/18/2024, which provides pre-established trading instructions and reduces concerns about opportunistic insider timing
Negative
- Net disposals of shares (86,650 shares sold across reported trades) reduce the reporting person's direct beneficial ownership
- Tax withholding required on vesting resulted in share forfeiture to cover liabilities, lowering share count following settlement
Insights
TL;DR: Executive received RSU vesting and executed planned sales under a 10b5-1 plan; transactions appear routine compensation and tax-related actions.
The filing documents scheduled vesting of restricted stock units and contemporaneous tax-withholding, common for executive compensation. The reported sales were executed under a pre-established Rule 10b5-1 plan, reducing insider-timing concerns. Beneficial ownership remains material but reduced by recent dispositions. No indication of unplanned or ad hoc insider trading is present in the filing.
TL;DR: Net effect is RSU settlement plus systematic share sales; the activity is disclosure of routine executive equity events, not a corporate operational signal.
Quantitatively, RSU settlements added 109,212 shares (35,801 and 73,411) before withholding and sales. Reported open-market sales totaled 86,650 shares across three trades at prices between $296.62 and $321.16. The filing specifies tax-withholding on the 09/19 vesting and sales under a 10b5-1 plan adopted 12/18/2024, indicating planned liquidity rather than opportunistic timing.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 33,845 | $321.16 | $10.87M |
| Exercise Price or Tax Liability | Common Stock | 35,495 | $308.66 | $10.96M |
| Exercise | Restricted Stock Unit | 73,411 | $0.00 | $0.00 |
| Exercise | Common Stock | 73,411 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit | 35,801 | $0.00 | $0.00 |
| Exercise | Common Stock | 35,801 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 17,310 | $296.62 | $5.13M |
| holding | Common Stock | -- | -- | -- |
Footnotes (4)
- F1. Shares withheld for payment of tax liability upon vesting of restricted stock units.
- F2. Sale of shares pursuant to Rule 10b5-1 Plan adopted on December 18, 2024.
- F3. Each restricted stock unit represents the contingent right to receive, at settlement, one share of common stock.
- F4. The restricted stock units vest in four equal annual installments, beginning on the first anniversary of the date of grant.
AI-generated analysis. How Rhea-AI works. Not financial advice.
