
FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended February 28, 2026or☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ____________ to ____________Commission File Number: 001-35992 Oracle Corporation (Exact name of registrant as specified in its charter) 54-2185193 (State or other jurisdiction ofincorporation or organization) (I.R.S. EmployerIdentification No.) (737) 867-1000 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) hasfiled all reports required to befiled by Section 13 or 15(d) of the Securities Exchange Act of 1934during the preceding 12 months (or for such shorter period that the registrant was required tofile such reports), and (2) has been subject to suchfilingrequirements for the past 90 days. Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles). Yes☒No☐ Indicate by check mark whether the registrant is a large acceleratedfiler, an acceleratedfiler, a non-acceleratedfiler, a smaller reporting company or anemerging growth company. See the definitions of “large acceleratedfiler,” “acceleratedfiler,” “smaller reporting company” and “emerging growthcompany” in Rule 12b-2 of the Exchange Act. Large acceleratedfiler☒Non-acceleratedfiler☐ Acceleratedfiler☐Smaller reporting company☐Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒The number of shares of registrant’s common stock outstanding as of March 5, 2026 was: 2,876,046,000. TABLE OF CONTENTS PART I.FINANCIAL INFORMATION1Item 1.Financial Statements (Unaudited)1Condensed Consolidated Balance Sheets as of February 28, 2026 and May 31, 20251Condensed Consolidated Statements of Operations for the Three and Nine Months Ended February 28, 2026and 20252Condensed Consolidated Statements of Comprehensive Income for the Three and Nine Months EndedFebruary 28, 2026 and 20253Condensed Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended February28, 2026 and 20254Condensed Consolidated Statements of Cash Flows for the Nine Months Ended February 28, 2026 and 20255Notes to Condensed Consolidated Financial Statements6Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations24Item 3.Quantitative and Qualitative Disclosures About Market Risk42Item 4.Controls and Procedures42PART II.OTHER INFORMATION44Item 1.Legal Proceedings44Item 1A.Risk Factors44Item 2.Unregistered Sales of Equity Securities and Use of Proceeds45Item 5.Other Information45Item 6.Exhibits46Signatures48 ORACLE CORPORATIONCONDENSED CONSOLIDATED BALANCE SHEETSAs of February 28, 2026 and May 31, 2025(Unaudited) ORACLE CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWSFor the Nine Months Ended February 28, 2026 and 2025(Unaudited) ORACLE CORPORATIONNOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTSFebruary 28, 2026(Unaudited) 1.BASIS OF PRESENTATION, RECENT ACCOUNTING PRONOUNCEMENTS AND OTHER Basis of Presentation We have prepared the condensed consolidatedfinancial statements included herein pursuant to the rules and regulations of theUnited States (U.S.) Securities and Exchange Commission. Certain information and footnote disclosures normally included infinancialstatements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omittedpursuant to such rules and regulations. However, we believe that the disclosures herein are adequate to ensure the informationpresented is not misleading. These unaudited condensed consolidatedfinancial statements should be read in conjunction with theaudited consolidatedfinancial statements and the notes thereto included in our Annual Report on Form 10-K for thefiscal yearended May 31, 2025. We believe that all necessary adjustments, which consisted only of normal recurring items, have been included in the accompanyingfinancial statements to present fairly the results of the interim periods. The results of operations for the interim periods presentedare not necessarily indicative of the operating results to be expected for any subsequent interim period or for thefiscal year endingMay 31, 2026. We reclassed certain revenues and other related disclosures to conform to the