ORACLE CORP — Director's Dealing 2017

Aug 4, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ORACLE CORP (ORCL)
CIK: 0001341439
Period of Report: 2017-08-01

Reporting Person: Fowler John F (EVP, Systems)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-01	Common Stock	M	23437	—	Acquired	43081.673	Direct
2017-08-01	Common Stock	M	23437	—	Acquired	66518.673	Direct
2017-08-01	Common Stock	F	24459	$50.16	Disposed	42059.673	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-08-01	Performance Stock Unit	$0	A	31250	Acquired		Common Stock (31250)	Direct
2017-08-01	Performance Stock Unit	$0	A	23437	Acquired		Common Stock (23437)	Direct
2017-08-01	Performance Stock Unit	$0	M	23437	Disposed		Common Stock (23437)	Direct
2017-08-01	Performance Stock Unit	$0	A	23437	Acquired		Common Stock (23437)	Direct
2017-08-01	Performance Stock Unit	$0	M	23437	Disposed		Common Stock (23437)	Direct
2017-08-02	Performance Stock Unit	$0	A	243.336	Acquired		Common Stock (243.336)	Direct

Footnotes

F1: Shares withheld for payment of tax liability upon vesting of performance stock units.

F2: Represents amount of performance stock units earned from an award granted on July 24, 2014 based on the achievement of a performance target for the fiscal year ended May 31, 2017, as determined by the Compensation Committee on August 1, 2017. The earned amount vested immediately. The number of earned performance stock units represents 50% of the target number of performance stock units eligible to be earned for the third performance period. The performance goal measured year-over-year growth in Oracle's total revenues for its Engineered Systems and Storage products on a U.S. GAAP basis. The reporting person has elected to defer settlement of this award.

F3: Represents amount of performance stock units earned from an award granted on July 2, 2015 based on the achievement of a performance target for the fiscal year ended May 31, 2017, as determined by the Compensation Committee on August 1, 2017. The earned amount vested immediately. The number of earned performance stock units represents 50% of the target number of performance stock units eligible to be earned for the second performance period. The performance goal measured year-over-year growth in Oracle's total revenues for its Engineered Systems and Storage products on a U.S. GAAP basis.

F4: Represents amount of performance stock units earned from an award granted on June 30, 2016 based on the achievement of a performance target for the fiscal year ended May 31, 2017, as determined by the Compensation Committee on August 1, 2017. The earned amount vested immediately. The number of earned performance stock units represents 50% of the target number of performance stock units eligible to be earned for the first performance period. The performance goal measured year-over-year growth in Oracle's total revenues for its Engineered Systems and Storage products on a U.S. GAAP basis.

F5: Represents dividend equivalents accrued with respect to earned performance stock units the reporting person has elected to defer. The number of dividend equivalents reported was calculated using Oracle's closing stock price on August 2, 2017 ($49.77), the date on which dividends were paid on Oracle's common stock.