ORACLE CORP current report, 19 January 2015

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Business Context and Reporting Period

This Form 8-K filing by Oracle Corporation (ORACLE CORP) was submitted on January 23, 2015, reporting events occurring on January 19, 2015. The filing addresses corporate governance changes, specifically the appointment of a new member to the Board of Directors.

Key Financial Metrics

This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on personnel and governance matters.

Material Changes

The primary material change reported is the appointment of the Honorable Leon Panetta to the Board of Directors. Key details regarding this appointment include:

  • Effective Date: January 19, 2015.
  • Committee Assignments: Mr. Panetta is not currently expected to join any Board committees.
  • Compensation:
    • Stock Option: Automatically granted an option to purchase 15,000 shares of common stock. This represents a pro rata portion of the standard 45,000-share grant based on remaining fiscal year months.
    • Vesting Schedule: The option vests 25% per year over four years.
    • Future Eligibility: Eligible for the annual stock grant for non-employee directors commencing May 31, 2015.
    • Cash Compensation: Will receive standard cash compensation for non-employee directors as detailed in the proxy statement filed on September 23, 2014.
  • Indemnification: Mr. Panetta is expected to enter into the company's standard form of indemnification agreement.

Guidance, Outlook, and Risks

The filing does not provide financial guidance, outlook, management commentary on business strategy, or specific risk factors. The only contingency mentioned is the standard indemnification agreement for the new director.

Investor Verification Checklist

  • Verify the terms of the standard cash compensation for non-employee directors in the proxy statement filed on September 23, 2014.
  • Confirm the vesting schedule and exercise price of the 15,000-share stock option granted to Mr. Panetta.
  • Monitor future filings for any committee assignments or changes to Mr. Panetta's role on the Board.