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Oracle (NYSE: ORCL) director gets RSU grant as prior units vest

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

Rhea-AI Filing Summary

Oracle director Rona Fairhead reported routine equity compensation activity involving restricted stock units. On May 31, 2026, 2,114 restricted stock units were converted into 2,114 shares of Oracle common stock, and 58 shares were withheld at $225.78 per share to cover tax liabilities on vesting.

She also received a grant of 1,550 new restricted stock units, which vest 100% on the first anniversary of the grant date. Following these transactions, Fairhead directly holds 24,166 shares of Oracle common stock, in addition to indirect holdings for three children of 3,861, 3,720, and 3,694 shares, respectively.

Positive

  • None.

Negative

  • None.
Insider Fairhead Rona Alison
Role null
Type Security Shares Price Value
Grant/Award Restricted Stock Unit 1,550 $0.00 --
Exercise Restricted Stock Unit 2,114 $0.00 --
Exercise Common Stock 2,114 $0.00 --
Tax Withholding Common Stock 58 $225.78 $13K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 1,550 shares (Direct, null); Common Stock — 24,224 shares (Direct, null); Common Stock — 3,861 shares (Indirect, By Child 1)
Footnotes (1)
  1. Each restricted stock unit represents the right to receive, at settlement, one share of common stock. Shares withheld for payment of tax liability upon vesting of restricted stock units. Restricted stock units vest 100% on first anniversary of grant date.
RSUs converted 2,114 shares Restricted stock units converted to common stock on May 31, 2026
Tax withholding shares 58 shares at $225.78 Shares withheld to cover tax liability on RSU vesting
New RSU grant 1,550 units Restricted stock unit award, vesting 100% on first anniversary
Direct common shares after 24,166 shares Direct Oracle common stock holdings following reported transactions
Indirect shares Child 1 3,861 shares Indirect ownership reported as held by Child 1
Indirect shares Child 2 3,720 shares Indirect ownership reported as held by Child 2
Indirect shares Child 3 3,694 shares Indirect ownership reported as held by Child 3
Restricted Stock Unit financial
"Each restricted stock unit represents the right to receive, at settlement, one share of common stock."
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.
tax liability financial
"Shares withheld for payment of tax liability upon vesting of restricted stock units."
indirect ownership financial
"Common Stock holdings reported as indirect with nature of ownership noted as By Child 1, 2, or 3."
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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).
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*
Fairhead Rona Alison

(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
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/31/2026
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 Stock05/31/2026M2,114A(1)24,224D
Common Stock05/31/2026F58(2)D$225.7824,166D
Common Stock3,861IBy Child 1
Common Stock3,720IBy Child 2
Common Stock3,694IBy Child 3
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(1)05/31/2026A1,550 (3) (3)Common Stock1,550$01,550D
Restricted Stock Unit(1)05/31/2026M2,114 (3) (3)Common Stock2,114(1)0D
Explanation of Responses:
1. Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
2. Shares withheld for payment of tax liability upon vesting of restricted stock units.
3. Restricted stock units vest 100% on first anniversary of grant date.
/s/ Aimee Weast, by Aimee Weast, Attorney-in-Fact for Rona Alison Fairhead (POA filed 7/31/2019)06/02/2026
** 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 insider transactions did Oracle (ORCL) director Rona Fairhead report?

Rona Fairhead reported RSU vesting and a new RSU grant. 2,114 restricted stock units converted into common shares, 58 shares were withheld for taxes, and she received 1,550 new restricted stock units that vest after one year.

How many Oracle (ORCL) shares does Rona Fairhead hold after these transactions?

After the transactions, Rona Fairhead directly holds 24,166 Oracle common shares. She also reports indirect ownership for three children holding 3,861, 3,720, and 3,694 shares, giving investors a clearer view of her overall reported equity exposure.

What was the tax withholding in Rona Fairhead’s latest Oracle (ORCL) Form 4?

The filing shows 58 Oracle shares withheld at $225.78 per share to pay tax liabilities on RSU vesting. This F-code transaction reflects tax withholding, not an open-market sale, and is part of standard equity compensation mechanics.

What new restricted stock units did Rona Fairhead receive from Oracle (ORCL)?

Rona Fairhead received a grant of 1,550 restricted stock units. Each unit represents one future share of Oracle common stock, and the grant vests 100% on the first anniversary of the grant date, according to the footnote disclosure.

How were Rona Fairhead’s restricted stock units in Oracle (ORCL) settled?

2,114 restricted stock units were settled into 2,114 Oracle common shares. Each restricted stock unit entitles the holder to one share upon settlement, and these units vested and converted on May 31, 2026, as reflected in the Form 4.