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Oracle (ORCL) vice chair Henley exercises 400K options and sells 400K shares under 10b5-1 plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Oracle Corp vice chairman Jeffrey Henley reported an exercise-and-sell transaction in Oracle common stock. On June 24, 2026, he exercised stock options to acquire 400,000 shares at an exercise price of $40.93 per share pursuant to a Rule 10b5-1 plan adopted on January 2, 2026.

The same day, he sold 400,000 shares in multiple open-market trades at weighted average prices ranging from about $155.50 to $165.57, also under that pre-arranged Rule 10b5-1 plan. After these transactions, he held 325,031 Oracle shares directly.

Henley also reported significant indirect ownership, including 490,333 Oracle shares held by the Henley Community Property Trust, 455,910 shares held by a trust, and 745,000 shares held by a GRAT, showing that a large portion of his overall exposure remains in indirect vehicles.

Positive

  • None.

Negative

  • None.
Insider HENLEY JEFFREY
Role Vice Chairman
Sold 400,000 shs ($63.66M)
Type Security Shares Price Value
Exercise Stock Option 400,000 $0.00 --
Exercise Common Stock 400,000 $40.93 $16.37M
Sale Common Stock 74,969 $156.0642 $11.70M
Sale Common Stock 78,559 $157.023 $12.34M
Sale Common Stock 45,872 $157.8869 $7.24M
Sale Common Stock 16,802 $159.0673 $2.67M
Sale Common Stock 62,582 $160.0776 $10.02M
Sale Common Stock 48,353 $160.8586 $7.78M
Sale Common Stock 16,809 $162.176 $2.73M
Sale Common Stock 15,122 $162.9955 $2.46M
Sale Common Stock 26,603 $163.9994 $4.36M
Sale Common Stock 13,529 $164.9137 $2.23M
Sale Common Stock 800 $165.57 $132K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option — 0 shares (Direct, null); Common Stock — 400,000 shares (Direct, null); Common Stock — 745,000 shares (Indirect, By GRAT)
Footnotes (1)
  1. Exercise of stock option pursuant to Rule 10b5-1 Plan adopted on January 2, 2026. Sale of shares pursuant to Rule 10b5-1 Plan adopted on January 2, 2026. This transaction was executed in multiple trades at prices ranging from $155.50. to $156.49. 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. This transaction was executed in multiple trades at prices ranging from $156.50 to $157.48. 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. This transaction was executed in multiple trades at prices ranging from $157.50 to $158.49. 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. This transaction was executed in multiple trades at prices ranging from $158.50 to $159.49. 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. This transaction was executed in multiple trades at prices ranging from $159.50 to $160.49. 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. This transaction was executed in multiple trades at prices ranging from $160.50 to $161.47. 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. This transaction was executed in multiple trades at prices ranging from $161.53 to $162.51. 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. This transaction was executed in multiple trades at prices ranging from $162.53 to $163.40. 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. This transaction was executed in multiple trades at prices ranging from $163.55 to $164.50. 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. This transaction was executed in multiple trades at prices ranging from $164.56 to $165.45. 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. 25% of the shares subject to the option vested annually on each anniversary of the grant date.
Shares sold 400,000 shares Total Oracle common shares sold on June 24, 2026
Sale price range $155.50–$165.57 per share Weighted average price bands for open-market sales
Options exercised 400,000 shares Oracle stock options exercised on June 24, 2026
Exercise price $40.93 per share Stock option exercise price for 400,000 shares
Direct holdings after 325,031 shares Oracle common shares held directly after transactions
Henley Community Property Trust 490,333 shares Oracle shares held indirectly by Henley Community Property Trust
Trust holdings 455,910 shares Oracle shares held indirectly by a trust
GRAT holdings 745,000 shares Oracle shares held indirectly by a GRAT
Rule 10b5-1 Plan regulatory
"Exercise of stock option pursuant to Rule 10b5-1 Plan adopted on January 2, 2026."
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.
GRAT financial
"Common Stock ... nature_of_ownership: By GRAT"
Henley Community Property Trust financial
"Common Stock ... nature_of_ownership: By Henley Community Property Trust"
weighted average sales price financial
"The price reported above reflects the weighted average sales price."
stock option financial
"Exercise of stock option pursuant to Rule 10b5-1 Plan adopted on January 2, 2026."
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
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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*
HENLEY JEFFREY

(Last)(First)(Middle)
C/O DELPHI ASSET MGMT CORPORATION
200 S. 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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Vice Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/24/2026
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 Stock06/24/2026M(1)400,000A$40.93400,000D
Common Stock06/24/2026S(2)74,969D$156.0642(3)325,031D
Common Stock06/24/2026S(2)78,559D$157.023(4)246,472D
Common Stock06/24/2026S(2)45,872D$157.8869(5)200,600D
Common Stock06/24/2026S(2)16,802D$159.0673(6)183,798D
Common Stock06/24/2026S(2)62,582D$160.0776(7)121,216D
Common Stock06/24/2026S(2)48,353D$160.8586(8)72,863D
Common Stock06/24/2026S(2)16,809D$162.176(9)56,054D
Common Stock06/24/2026S(2)15,122D$162.9955(10)40,932D
Common Stock06/24/2026S(2)26,603D$163.9994(11)14,329D
Common Stock06/24/2026S(2)13,529D$164.9137(12)800D
Common Stock06/24/2026S(2)800D$165.570D
Common Stock745,000IBy GRAT
Common Stock455,910IBy Trust
Common Stock490,333IBy Henley Community Property Trust
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
Stock Option$40.9306/24/2026M(1)400,000 (13)06/30/2026Common Stock400,000$00D
Explanation of Responses:
1. Exercise of stock option pursuant to Rule 10b5-1 Plan adopted on January 2, 2026.
2. Sale of shares pursuant to Rule 10b5-1 Plan adopted on January 2, 2026.
3. This transaction was executed in multiple trades at prices ranging from $155.50. to $156.49. 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 $156.50 to $157.48. 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 $157.50 to $158.49. 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 $158.50 to $159.49. 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 $159.50 to $160.49. 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 $160.50 to $161.47. 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 $161.53 to $162.51. 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 $162.53 to $163.40. 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 $163.55 to $164.50. 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 $164.56 to $165.45. 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. 25% of the shares subject to the option vested annually on each anniversary of the grant date.
/s/ Aimee Weast By Aimee Weast, Attorney in Fact for Jeffrey Henley (POA Filed 03/20/19)06/26/2026
** 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)

FAQ

What did Oracle (ORCL) vice chairman Jeffrey Henley report in this Form 4?

Jeffrey Henley reported exercising stock options for 400,000 Oracle shares and selling 400,000 shares in open-market trades. The transactions were executed on June 24, 2026 under a pre-arranged Rule 10b5-1 trading plan adopted earlier in the year.

How many Oracle (ORCL) shares did Jeffrey Henley sell and at what prices?

Henley sold 400,000 Oracle common shares in multiple open-market trades. The weighted average sale prices ranged from about $155.50 to $165.57 per share, with each price band disclosed and subject to detailed trade breakdowns available upon request.

What stock options did Jeffrey Henley exercise in Oracle (ORCL)?

Henley exercised options covering 400,000 Oracle common shares at an exercise price of $40.93 per share. The option vested in 25% annual installments on each anniversary of the grant date, and the exercise occurred shortly before the option’s June 30, 2026 expiration.

Were Jeffrey Henley’s Oracle (ORCL) trades made under a Rule 10b5-1 plan?

Yes. The Form 4 states that both the stock option exercise and the related share sales were carried out under a Rule 10b5-1 trading plan adopted on January 2, 2026, indicating the transactions were pre-scheduled rather than timed discretionarily.

How many Oracle (ORCL) shares does Jeffrey Henley hold directly after these transactions?

Following the June 24, 2026 exercise and sales, Henley held 325,031 Oracle common shares directly. This direct position is in addition to substantial indirect holdings reported through trusts and a GRAT, which together represent a large portion of his overall exposure.

What indirect Oracle (ORCL) holdings does Jeffrey Henley report through trusts?

Henley reports indirect ownership of Oracle shares via several entities, including 490,333 shares held by the Henley Community Property Trust, 455,910 shares held by a trust, and 745,000 shares held by a GRAT. These vehicles hold Oracle stock on his behalf or for related beneficiaries.