symbology.online COMPARATIVE SYNTHESIS 

Oracle Corp
Management Discussion analysis.

This report examines Oracle Corp's strategic, quantitative, and risk disclosures across successive filing periods from 2021 through 2025. The most significant trend observed is a continuous and aggressive structural pivot toward cloud services, which has driven the de-emphasis of legacy hardware and services revenue streams while simultaneously increasing reliance on selective M&A for future growth.

FY2021 → FY2025 L2 Comparitive Synthesis
  symbology.online l2 SYNTHESIS 

Oracle Corp - Management Discussion analysis.

ORACLE CORP Change Report: Analysis of MD&A Disclosures (2021–2025)

This report outlines the most significant strategic, quantitative, and risk-related shifts observed in Oracle Corp's Management Discussion and Analysis across successive filing periods. The overarching theme is a continuous, aggressive pivot toward cloud services at the expense of legacy hardware and services revenue streams.

Strategic Shifts & Business Line Restructuring:

  • 2021-05-31: The company explicitly defined its corporate strategy around shifting to cloud services, noting that cloud/license support revenues constituted 71% of total revenues (up from 68% in 2019). This period marked the formal recognition of a strategic de-emphasis on non-strategic hardware products.
  • 2022-05-31: The acquisition strategy was formally defined as "selective and active," signaling an increased reliance on M&A to support future growth beyond organic cloud expansion.
  • 2023-05-31: The company executed a major strategic pivot through the integration of Cerner, which management identified as a primary driver for Cloud/License business revenue growth.
  • 2024-05-31 & 2025-05-31: The transition solidified into a clear measurable milestone: cloud services revenues increased from 25% (FY22) to 37% (FY24), with projections indicating further growth toward 43% by FY25. This confirms the ongoing structural shift where Hardware and Services are increasingly managed as supporting arms for the core cloud offering, evidenced by consistent constant currency revenue declines in these segments (-4% in 2021; -7% in 2024).

Quantitative Shifts (Financial Performance & Capital Allocation):

  • Revenue Mix: The proportion of Cloud and License revenues has steadily increased from approximately 68-71% in 2021 to a projected 43% by 2025, demonstrating successful core business transformation.
  • Cash Flow Generation: Net cash provided by operating activities showed robust growth: $15,887 million (2021) $\rightarrow$ $9,539 million (2022) $\rightarrow$ $17,165 million (2023) $\rightarrow$ increased 9% (2024) $\rightarrow$ increased by $2.1 billion (2025).
  • Capital Management: In 2022, the company undertook massive capital returns, executing $16.2 billion in stock repurchases and $8.3 billion in debt repayments.
  • Profitability Volatility: The total operating margin experienced a notable decline (-25% to -28%) in fiscal 2022 due primarily to significant non-recurring litigation charges, which were subsequently isolated and explained in 2023 disclosures.

Risk Evolution & Disclosure Changes:

  • Focus on Non-Recurring Events (2022–2023): The risk disclosure matured by providing extreme transparency regarding one-time events, specifically isolating the impact of $4.7 billion in litigation charges and detailing tax benefits to distinguish core performance from non-operational volatility.
  • Operational Bottlenecks (2023–2025): External risks evolved from general budgetary constraints to specific operational challenges related to global supply chain shortages impacting hardware revenue stability (noted in 2023).
  • M&A and Valuation Risk Escalation (2024–2025): The risk profile shifted toward complex financial engineering. Management became highly detailed regarding the risks associated with large investments (e.g., Ampere Computing) and the reliance on subjective judgment for valuation allowances, indicating a heightened exposure to integration and impairment risk stemming from aggressive M&A activity.
  • Mitigation Strategy: Liquidity mitigation strategies evolved from general cash balances in 2021/2023 to specific disclosures regarding significant financing activities (e.g., issuing senior notes of $14.0 billion in 2025) to fund growth and acquisitions.
  WHAT'S NEW · FY2024 → FY2025 

What changed in the latest Management Discussion.

  FY2024 → FY2025 Text Diffs 

Side-by-side against the previous Management Discussions.

escalated •Cloud services and license support revenues, which include:

FY2024 10-K
Removed
Filed Jun 20, 2024

•Cloud services and license support revenues, which include: ocloud services revenues, which are earned by providing customers access to Oracle Cloud applications and infrastructure technologies via cloud-based deployment models that Oracle develops, provides unspecified updates and enhancements for, deploys, hosts, manages and supports and that customers access by entering into a subscription agreement with us for a stated period. Oracle Cloud Services arrangements generally: are billed in advance of the cloud services being delivered; have durations of one to four years; are renewed at the customer's option; and are recognized as revenues ratably over the contractual period of the cloud contract or, in the case of usage model contracts, as the cloud services are consumed over time; and olicense support revenues, which are earned by providing Oracle license support services to customers that have elected to purchase support services in connection with the purchase of Oracle applications and infrastructure software licenses for use in cloud, on-premise and other IT environments. Substantially all license support customers renew their support contracts with us upon expiration in order to continue to benefit from technical support services and the periodic issuance of unspecified updates and enhancements, which current license support customers are entitled to receive. License support contracts are generally priced as a percentage of the net fees paid by the customer to purchase a cloud license and/or on-premise license; are generally billed in advance of the support services being performed; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period that the support services are provided, which is generally one year.

FY2025 10-K
Added
Filed Jun 18, 2025

•Cloud services and license support revenues, which include: ocloud services revenues, which are earned by providing customers access to Oracle Cloud applications and infrastructure technologies via cloud-based deployment models that Oracle develops, provides unspecified updates and enhancements for, deploys, hosts, manages and supports and that customers access by entering into a subscription agreement with us for a stated period. Oracle Cloud Services arrangements generally: are billed in advance of the cloud services being delivered; have durations of one to four years; are renewed at the customer's option; and are recognized as revenues ratably over the contractual period of the cloud contract or, in the case of usage model contracts, as the cloud services are consumed over time; and olicense support revenues, which are earned by providing Oracle license support services to customers that have elected to purchase support services in connection with the purchase of Oracle applications and infrastructure software licenses for use in cloud, on-premise and other IT environments. Substantially all license support customers renew their support contracts with us upon expiration in order to continue to benefit from technical support services and the periodic issuance of unspecified updates and enhancements, which current license support customers are entitled to receive. License support contracts are generally: priced as a percentage of the net fees paid by the customer to purchase a cloud license and/or on-premise license; billed in advance of the support services being performed; renewed at the customer's option; and recognized as revenues ratably over the contractual period that the support services are provided, which is generally one year. •Cloud license and on-premise license revenues, which include revenues from the licensing of our software products including Oracle Applications, Oracle Database, Oracle Middleware and Java, among others, which our customers deploy within cloud-based, on-premise or other IT environments. Our cloud license and on-premise license transactions are generally perpetual in nature and are generally recognized as revenues up front at the point in time when the software is made available to the customer to download and use. Revenues from usage-based royalty arrangements for distinct cloud licenses and on-premise licenses are recognized at the point in time when the software end user usage occurs. The timing of a few large license transactions can substantially affect our quarterly license revenues due to the point-in-time nature of revenue recognition for license transactions, which is different than the typical revenue recognition pattern for our cloud services and license support revenues in which revenues are recognized over time. Cloud license and on-premise license customers have the option to purchase and renew license support contracts, as further described above. Providing choice and flexibility to our customers as to when and how they deploy Oracle applications and infrastructure technologies are important elements of our corporate strategy. In recent periods, customer demand for our applications and infrastructure technologies delivered through our Oracle Cloud Services has increased. To address customer demand and enable customer choice, we have certain programs for customers to pivot their applications and infrastructure software licenses and the related license support to the Oracle Cloud for new deployments and to migrate to and expand with the Oracle Cloud for their existing workloads. The proportion of our cloud services revenues relative to our total revenues has increased and we expect this trend to continue. Cloud services revenues represented 43%, 37% and 32% of our total revenues during fiscal 2025, 2024 and 2023, respectively. Our cloud and license business' revenue growth is affected by many factors, including the strength of general economic and business conditions, including the effects of inflation, tariffs and trade policy, geopolitical conditions and other macroeconomic factors on customer demand; governmental budgetary constraints; the strategy for and competitive position of our offerings; customer satisfaction with our offerings; the continued renewal of our cloud services and license support customer contracts by the customer contract base; substantially all customers continuing to purchase license support contracts in connection with their license purchases; the pricing of license support contracts sold in connection with the sales of licenses; the pricing, amounts and volumes of licenses and cloud services sold; our ability to manage Oracle Cloud capacity requirements to meet existing and prospective customer demand; and foreign currency rate fluctuations.

escalated 12%

FY2024 10-K
Removed
Filed Jun 20, 2024

916 -17% -17% $ 1,104 Total Margin % 17% 20% % Revenues by Geography: Americas 63% 66% EMEA 25% 22% Asia Pacific 12% 12% (1)Excludes stock-based compensation and certain allocations. Also excludes certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Excluding the effects of currency rate fluctuations, our total services revenues decreased in fiscal 2024 relative to fiscal 2023 due to a decrease in revenues in each of our primary services offerings. The constant currency decrease in services revenues in the Americas region was partially offset by constant currency increases in services revenues in the EMEA and the Asia Pacific regions in fiscal 2024.

FY2025 10-K
Added
Filed Jun 18, 2025

993 8% 9% $ 916 Total Margin % 19% 17% % Revenues by Geography: Americas 61% 63% EMEA 26% 25% Asia Pacific 13% 12% (1)Excludes stock-based compensation and certain allocations. Also excludes certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Total services revenues decreased by $198 million in reported currency in fiscal 2025 relative to fiscal 2024. Excluding the effects of unfavorable currency rate fluctuations of 1% in fiscal 2025, the decrease in total services revenues in fiscal 2025 relative to fiscal 2024 was due to a decrease in revenues in each of our primary services offerings. The constant currency decrease in services revenues in the Americas region was partially offset by a constant currency increase in services revenues in the EMEA and the Asia Pacific regions in fiscal 2025. Total services expenses decreased by $275 million in reported currency in fiscal 2025 relative to fiscal 2024. Excluding the favorable effects of currency rate fluctuations of less than 1% in fiscal 2025, the constant currency decrease in services expenses in fiscal 2025 relative to fiscal 2024 was primarily due to a $158 million decrease in external contractor expenses and an $81 million decrease in employee-related expenses. In constant currency, our services business' total margin and total margin as a percentage of revenues increased in fiscal 2025 relative to fiscal 2024 due to lower total expenses for this business. Research and Development Expenses: Research and development expenses consist primarily of personnel-related expenditures. We intend to continue to invest significantly in our research and development efforts because, in our judgment, they are essential to maintaining our competitive position. Year Ended May 31,

escalated (1)Excluding stock-based compensation

FY2024 10-K
Removed
Filed Jun 20, 2024

2,225 12% 12% 1,983 Total expenses $ 8,915 3% 3% $ 8,623 % of Total Revenues 17% 17% (1)Excluding stock-based compensation 50 On a constant currency basis, total research and development expenses increased in fiscal 2024 relative to fiscal 2023 primarily due to higher employee related expenses, including higher stock-based compensation expenses. General and Administrative Expenses: General and administrative expenses primarily consist of personnel related expenditures for IT, finance, legal and human resources support functions. Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

2,638 19% 19% 2,225 Total expenses $ 9,860 11% 11% $ 8,915 % of Total Revenues 17% 17% (1)Excluding stock-based compensation Total research and development expenses increased by $945 million in reported currency in fiscal 2025 relative to fiscal 2024. Excluding the favorable effects of currency rate fluctuations of less than 1% in fiscal 2025, the increase in research and development expenses was primarily due to an increase in employee-related expenses, including higher stock-based compensation expenses. 48 General and Administrative Expenses: General and administrative expenses primarily consist of personnel-related expenditures for IT, finance, legal and human resources support functions. Year Ended May 31,

escalated 3,514

FY2024 10-K
Removed
Filed Jun 20, 2024

3,505 Interest expense remained flat in fiscal 2024 relative to fiscal 2023. Non-Operating Expenses, net: Non-operating expenses, net consists primarily of interest income, net foreign currency exchange losses, the noncontrolling interests in the net profits of our majority-owned subsidiaries (primarily Oracle Financial Services Software Limited and Oracle Corporation Japan), net losses related to equity investments, including losses attributable to equity method investments (primarily Ampere) and net other income and expenses, including net unrealized gains and losses from our investment portfolio related to our deferred compensation plan and non-service net periodic pension income and losses. Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

3,514 Interest expense increased in fiscal 2025 relative to fiscal 2024 primarily due to the issuance of $14.0 billion of senior notes in fiscal 2025, partially offset by lower interest expense due to scheduled repayments of borrowings made during fiscal 2025 and 2024. Non-Operating Income (Expenses), net: Non-operating income (expenses), net consists primarily of interest income, net foreign currency exchange losses, the noncontrolling interests in the net profits of our majority-owned subsidiaries (primarily Oracle Financial Services Software Limited and Oracle Corporation Japan), net losses related to marketable and non-marketable investments, including losses attributable to equity method investments (primarily Ampere) and net other income and expenses, including net unrealized gains and losses from our investment portfolio related to our deferred compensation plan and non-service net periodic pension income and losses. Year Ended May 31,

escalated 10,661

FY2024 10-K
Removed
Filed Jun 20, 2024

Cash, cash equivalents and marketable securities $ 10,661 5% $ 10,187 Working capital: The decrease in working capital as of May 31, 2024 in comparison to May 31, 2023 was primarily due to $10.0 billion of long-term senior notes that were reclassified to current liabilities, cash used to pay dividends to our stockholders, cash used for capital expenditures, cash used for purchases of non-marketable investments, net cash used for our employee stock programs and cash used for repurchases of our common stock during fiscal 2024. These unfavorable impacts were partially offset by favorable impacts to our net current assets resulting from net income during fiscal 2024. Our working capital may be impacted by some or all of the aforementioned factors in future periods, the amounts and timing of which are variable. Cash, cash equivalents and marketable securities: The increase in cash, cash equivalents and marketable securities as of May 31, 2024 in comparison to May 31, 2023 was primarily due to cash inflows from our operations during fiscal 2024. This increase was partially offset by cash used for capital expenditures, $3.5 billion of repayment of senior notes during fiscal 2024, payments of cash dividends to our stockholders, purchases of non-marketable investments, net cash used for our employee stock programs and repurchases of our common stock. Our cash and cash equivalents may be impacted by some or all of the aforementioned factors in future periods, the amounts and timing of which are variable. 53 Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

Cash, cash equivalents and marketable securities $ 11,203 5% $ 10,661 Working capital: The increase in working capital as of May 31, 2025 in comparison to May 31, 2024 was primarily due to favorable impacts from net income and proceeds from the issuance of senior notes, net of issuance costs, of $13.9 billion (refer to Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information) during fiscal 2025. This increase was partially offset by $21.2 billion of cash used for capital expenditures; $4.9 billion of long-term borrowings that were reclassified to current liabilities; $4.7 billion of cash used to pay dividends to our stockholders; $600 million of cash used for repurchases of our common stock; $294 million of cash used for purchases, net of sales and maturities of non-current investments; and $247 million of net cash used for our employee stock programs during fiscal 2025. Our working capital may be impacted by some or all of the aforementioned factors in future periods, the amounts and timing of which are variable. Cash, cash equivalents and marketable securities: Cash and cash equivalents primarily consist of deposits held at major banks, money market funds and other securities with original maturities of 90 days or less. Marketable securities consist primarily of time deposits with original maturities at the time of purchase greater than 90 days. The increase in cash, cash equivalents and marketable securities as of May 31, 2025 in comparison to May 31, 2024 was primarily due to cash inflows from our operations; proceeds from the issuance of senior notes, net of issuance 51 costs, of $13.9 billion and the issuance of commercial paper, net of repayments, of $1.9 billion during fiscal 2025 (refer to Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information); and $1.1 billion of cash inflows from other financing activities, net. This increase was partially offset by $21.2 billion of cash used for capital expenditures; $10.2 billion of cash used for scheduled repayments of borrowings; $4.7 billion of cash used to pay dividends to our stockholders; $600 million of cash used for repurchases of our common stock; $496 million of cash used for purchases, net of sales and maturities of investments; and $247 million of net cash used for our employee stock programs during fiscal 2025. Our cash and cash equivalents may be impacted by some or all of the aforementioned factors in future periods, the amounts and timing of which are variable. Year Ended May 31,

escalated Investment in Ampere Computing Holdings LLC

FY2024 10-K
Removed
Filed Jun 20, 2024

Investment in Ampere Computing Holdings LLC From time to time since 2017, we have made investments in Ampere, a related party entity, in the form of equity and convertible debt instruments. The total carrying value of our investments in Ampere, after accounting for losses under the equity method of accounting, was $1.5 billion and $1.2 billion as of May 31, 2024 and 2023, respectively. We currently expect Ampere to continue to generate net losses in future periods but we remain confident in the long-term potential of Ampere's server chips. Our equity investments in Ampere represent an ownership interest of approximately 29% as of May 31, 2024 and 2023. We also own convertible debt investments in Ampere which, under the terms of an agreement with Ampere and other co-investors, will mature in June 2026 and are convertible into equity securities at the holder's option under certain circumstances. During the fiscal year ended May 31, 2024, we invested an aggregate of $600 million in convertible debt instruments issued by Ampere. In accordance with the terms of an agreement with other co-investors, we are also a counterparty to certain put (exercisable by a co-investor) and call (exercisable by Oracle) options at prices of approximately $400 million to $1.5 billion, respectively, to acquire additional equity interests in Ampere from our co-investors through January 2027. If either of such options is exercised by us or our co-investors, we would obtain control of Ampere and consolidate its results with our results of operations.

FY2025 10-K
Added
Filed Jun 18, 2025

Investment in Ampere Computing Holdings LLC From time to time since 2017, we have made investments in Ampere, a related party entity, in the form of equity and convertible debt instruments. The total carrying value of our investments in Ampere, after accounting for losses under the equity method of accounting, was $1.6 billion and $1.5 billion as of May 31, 2025 and 2024, respectively. Our equity investments in Ampere represent an ownership interest of approximately 29% as of May 31, 2025 and 2024. We also own convertible debt investments in Ampere which, under the terms of an agreement with Ampere and other co-investors, will mature in June 2026 and are convertible into equity securities at the holder's option under certain circumstances. During the fiscal year ended May 31, 2025, we invested an aggregate of $341 million in convertible debt instruments issued by Ampere. In accordance with the terms of an agreement with other co-investors, we are also a counterparty to certain put (exercisable by a co-investor) and call (exercisable by Oracle) options at prices of approximately $500 million to $1.5 billion, respectively, to acquire additional equity interests in Ampere from our co-investors through January 2027. On March 19, 2025, SoftBank Group Corp. announced that it had entered into an agreement with Ampere and its equity holders to acquire all of the equity interests of Ampere. The transaction is subject to customary closing conditions, including regulatory approvals. When the Ampere Acquisition closes, we will cease to be an investor in Ampere. During the period prior to the closing of the Ampere Acquisition, the amount of our investments in Ampere could increase for a variety of reasons and we will continue to recognize our share of loss in Ampere's net earnings until the closure of the acquisition.

de-emphasised 4,587

FY2024 10-K
Removed
Filed Jun 20, 2024

6,890 (2)Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments including certain adjustments after the measurement period has ended and certain other operating items, net. (3)Restructuring expenses in fiscal 2024 primarily related to employee severance in connection with the Fiscal 2024 Oracle Restructuring Plan (2024 Restructuring Plan). Restructuring expenses in fiscal 2023 primarily related to employee severance in connection with the Fiscal 2022 Oracle Restructuring Plan (2022 Restructuring Plan). Additional information regarding certain of our restructuring plans is provided in management's discussion below under "Restructuring Expenses," and in Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. 46

FY2025 10-K
Added
Filed Jun 18, 2025

4,587 (2)Acquisition related and other expenses consist of personnel-related costs for transitional and certain other employees, certain business combination adjustments including certain adjustments after the measurement period has ended and certain other operating items, net. (3)Restructuring expenses in fiscal 2025 and 2024 primarily related to employee severance in connection with the Fiscal 2024 Oracle Restructuring Plan (2024 Restructuring Plan). Additional information regarding certain of our restructuring plans is provided in management's discussion below under "Restructuring Expenses," and in Note 7 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

de-emphasised Not meaningful

FY2024 10-K
Removed
Filed Jun 20, 2024

(7,360 ) -80% $ (36,484 ) Net cash (used for) provided by financing activities $ (10,554 ) * $ 7,910 * Not meaningful Cash flows from operating activities: Our largest source of operating cash flows is cash collections from our customers following the purchase and renewal of their license support and cloud services agreements. Customers for these license support and cloud services agreements are generally billed in advance of services being provided. Over the course of a fiscal year, we also generate cash from the sales of new licenses, hardware offerings and other services. Our primary uses of cash from operating activities are typically for employee related expenditures, material and manufacturing costs related to the production of our hardware products, taxes, interest payments and leased facilities. Net cash provided by operating activities increased in fiscal 2024 relative to fiscal 2023 primarily due to higher net income, partially offset by certain cash unfavorable working capital changes, net. Cash flows from investing activities: The changes in cash flows from investing activities primarily relate to our acquisitions, purchases, maturities and sales of our investments in marketable securities and other instruments and investments in capital assets primarily to support the growth in our cloud and license business. Net cash used for investing activities decreased in fiscal 2024 relative to fiscal 2023 primarily due to the decrease in cash used for acquisitions, net of cash acquired and lower capital expenditures. Cash flows from financing activities: The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments, stock repurchases, dividend payments and net proceeds related to employee stock programs. Net cash used for financing activities was $10.6 billion during fiscal 2024 compared to the net cash provided by financing activities of $7.9 billion in fiscal 2023. The increase in net cash used for financing activities was primarily due to the absence of the cash proceeds from borrowings pursuant to the issuance of senior notes and Term Loan Credit Agreement, higher repayments of commercial paper notes, net of issuances, higher net cash used for our employee stock programs and higher dividend payments, partially offset by lower maturities of senior notes and lower stock repurchases, in each case in fiscal 2024 relative to fiscal 2023. During fiscal 2023 we borrowed $15.7 billion pursuant to the Bridge Credit Agreement, which was fully repaid within fiscal 2023. Free cash flow: To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flows generated from our operations. We believe that free cash flow is also useful as one of the bases for comparing our performance with that of our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flow as follows: Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

(21,711 ) 195% $ (7,360 ) Net cash provided by (used for) financing activities $ 1,098 * $ (10,554 ) * Not meaningful Cash flows from operating activities: Our largest source of operating cash flows is cash collections from our customers following the purchase and renewal of their cloud services and license support agreements. Customers for these cloud services and license support agreements are generally billed in advance of services being provided. Over the course of a fiscal year, we also generate cash from the sales of new licenses, hardware offerings and other services. Our primary uses of cash from operating activities are typically for employee-related expenditures, material and manufacturing costs related to the production of our hardware products, taxes, interest payments and leased facilities. Net cash provided by operating activities increased by $2.1 billion in fiscal 2025 relative to fiscal 2024 primarily due to higher net income adjusted for certain non-cash charges, partially offset by certain cash unfavorable working capital changes, net. Cash flows from investing activities: The changes in cash flows from investing activities primarily relate to our investments in capital assets primarily to support the growth in our cloud and license business and acquisitions, purchases, maturities and sales of our investments in marketable securities and other instruments.

reworded Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

FY2024 10-K
Removed
Filed Jun 20, 2024

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations We begin Management's Discussion and Analysis of Financial Condition and Results of Operations with an overview of our businesses and significant trends. This overview is followed by a summary of our critical accounting estimates that we believe are important to understanding significant assumptions and judgments incorporated in our reported financial results. We then provide a more detailed analysis of our results of operations and financial condition for fiscal 2024 compared to fiscal 2023. A discussion regarding our financial condition and results of operations for fiscal 2023 compared to fiscal 2022 can be found in Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended May 31, 2023, as filed with the SEC on June 20, 2023, which is available free of charge on the SEC's website at www.sec.gov and on our Investor Relations website at www.oracle.com/investor.

FY2025 10-K
Added
Filed Jun 18, 2025

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations We begin Management's Discussion and Analysis of Financial Condition and Results of Operations with an overview of our businesses and significant trends. This overview is followed by a summary of our critical accounting estimates that we believe are important to understanding significant assumptions and judgments incorporated in our reported financial results. We then provide a more detailed analysis of our results of operations and financial condition for fiscal 2025 compared to fiscal 2024. A discussion regarding our financial condition and results of operations for fiscal 2024 compared to fiscal 2023 can be found in Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended May 31, 2024, as filed with the SEC on June 20, 2024, which is available free of charge on the SEC's website at www.sec.gov and on our Investor Relations website at www.oracle.com/investor.

reworded Critical Accounting Estimates

FY2024 10-K
Removed
Filed Jun 20, 2024

Critical Accounting Estimates Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP), which requires us to make certain estimates, judgments and assumptions that can affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosure. Critical accounting estimates are those estimates that involve a significant level of estimation uncertainty and have had, or are reasonably likely to have, a material impact on our financial condition or results of operations. We believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. To the extent that there are differences between these estimates, judgments or assumptions and actual results, our financial statements will be affected. We have critical accounting estimates in the areas of business combinations, income taxes and non-marketable investments. Refer to Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for more discussion of our significant accounting policies.

FY2025 10-K
Added
Filed Jun 18, 2025

Critical Accounting Estimates Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP), which requires us to make certain estimates, judgments and assumptions that can affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures. Critical accounting estimates are those estimates that involve a significant level of estimation uncertainty and have had, or are reasonably likely to have, a material impact on our financial condition or results of operations. We believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. To the extent that there are differences between these estimates, judgments or assumptions and actual results, our financial statements will be affected. We have critical accounting estimates in the areas of income taxes and non-marketable investments. Refer to Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for more discussion of our significant accounting policies.

reworded Income Taxes

FY2024 10-K
Removed
Filed Jun 20, 2024

Income Taxes Judgment is required in determining our worldwide income tax provision. In the ordinary course of a global business, there are many transactions and calculations where the ultimate tax outcome is uncertain. Some of these uncertainties arise as a consequence of revenue sharing and cost reimbursement arrangements among related entities, the process of identifying items of revenues and expenses that qualify for preferential tax treatment, and the segregation of foreign and domestic earnings and expenses to avoid double taxation. Although we believe that our estimates are reasonable, the final tax outcome of these matters could be different from that which is reflected in our historical income tax provisions and accruals. Such differences could have a material effect on our income tax provision and net income in the period in which such determination is made. We record a valuation allowance to reduce our deferred tax assets to the amount that is more likely than not to be realized. In order for us to realize our deferred tax assets, we must be able to generate sufficient taxable income in those jurisdictions where the deferred tax assets are located. We consider future growth, forecasted earnings, future taxable income, the mix of earnings in the jurisdictions in which we operate, historical earnings, taxable income in prior years, if carryback is permitted under the law, and prudent and feasible tax planning strategies in determining the need for a valuation allowance. In the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets valuation allowance would be charged to earnings in the period in which we make such a determination, or goodwill would be adjusted at our final determination of the valuation allowance related to an acquisition within the measurement period. If we later determine that it is more likely than not that the net deferred tax assets would be realized, we would reverse the applicable portion of the previously provided valuation allowance as an adjustment to our provision for income taxes at such time. We calculate our current and deferred tax provision based on estimates and assumptions that could differ from the actual results reflected in income tax returns filed during the subsequent year. Adjustments based on filed returns are generally recorded in the period when the global tax implications are known, which can materially impact our effective tax rate. The amount of income tax we pay is subject to ongoing audits by federal, state and foreign tax authorities, which often result in proposed assessments. Our estimate of the potential outcome for any uncertain tax issue may require certain judgments. A description of our accounting policies associated with tax related contingencies assumed as a part of a business combination is provided under "Business Combinations" above. 43 For those tax related contingencies that are not a part of a business combination, we account for these uncertain tax issues pursuant to ASC 740, Income Taxes, which contains a two-step approach to recognizing and measuring uncertain tax positions taken or expected to be taken in a tax return. The first step is to determine if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained in an audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. Although we believe that we have adequately reserved for our uncertain tax positions, no assurance can be given with respect to the final outcome of these matters. We adjust reserves for our uncertain tax positions due to changing facts and circumstances, such as the closing of a tax audit, judicial rulings, and refinement of estimates or realization of earnings or deductions that differ from our estimates. To the extent that the final outcome of these matters is different than the amounts recorded, such differences generally will impact our provision for income taxes in the period in which such a determination is made. Our provisions for income taxes include the impact of reserve provisions and changes to reserves that are considered appropriate and also include the related interest and penalties.

FY2025 10-K
Added
Filed Jun 18, 2025

Income Taxes Judgment is required in determining our worldwide income tax provision. In the ordinary course of a global business, there are many transactions and calculations where the ultimate tax outcome is uncertain. Some of these uncertainties arise as a consequence of revenue sharing and cost reimbursement arrangements among related entities, the process of identifying items of revenues and expenses that qualify for preferential tax treatment and the segregation of foreign and domestic earnings and expenses to avoid double taxation. Although we believe that our estimates are reasonable, the final tax outcome of these matters could be different from that which is reflected in our historical income tax provisions and accruals. Such differences could have a material effect on our income tax provision and net income in the period in which such determination is made. 40 We record a valuation allowance to reduce our deferred tax assets to the amount that is more likely than not to be realized. In order for us to realize our deferred tax assets, we must be able to generate sufficient taxable income in those jurisdictions where the deferred tax assets are located. We consider future growth, forecasted earnings, future taxable income, the mix of earnings in the jurisdictions in which we operate, historical earnings, taxable income in prior years, if carryback is permitted under the law, and prudent and feasible tax planning strategies in determining the need for a valuation allowance. In the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets valuation allowance would be charged to earnings in the period in which we make such a determination, or goodwill would be adjusted at our final determination of the valuation allowance related to an acquisition within the measurement period. If we later determine that it is more likely than not that the net deferred tax assets would be realized, we would reverse the applicable portion of the previously provided valuation allowance as an adjustment to our provision for income taxes at such time. We calculate our current and deferred tax provision based on estimates and assumptions that could differ from the actual results reflected in income tax returns filed during the subsequent year. Adjustments based on filed returns are generally recorded in the period when the global tax implications are known, which can materially impact our effective tax rate. The amount of income tax we pay is subject to ongoing audits by federal, state and foreign tax authorities, which often result in proposed assessments. Our estimate of the potential outcome for any uncertain tax issue may require certain judgments. We account for uncertain tax issues pursuant to the Financial Accounting Standards Board's Accounting Standards Codification (ASC) 740, Income Taxes, which contains a two-step approach to recognizing and measuring uncertain tax positions taken or expected to be taken in a tax return. The first step is to determine if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained in an audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. Although we believe that we have adequately reserved for our uncertain tax positions, no assurance can be given with respect to the final outcome of these matters. We adjust reserves for our uncertain tax positions due to changing facts and circumstances, such as the closing of a tax audit, judicial rulings and refinement of estimates or realization of earnings or deductions that differ from our estimates. To the extent that the final outcome of these matters is different than the amounts recorded, such differences generally will impact our provision for income taxes in the period in which such a determination is made. Our provisions for income taxes include the impact of reserve provisions and changes to reserves that are considered appropriate and also include the related interest and penalties.

reworded Non-Marketable Investments

FY2024 10-K
Removed
Filed Jun 20, 2024

Non-Marketable Investments We assess our non-marketable debt and equity investments for credit losses and impairment on a quarterly basis and as facts and circumstances change. Our analysis includes an assessment of various qualitative and quantitative factors, including the investee's historical financial results, current financial projections, rate of cash usage and assumptions regarding product acceptance and opportunity within the market. This analysis requires significant judgment in evaluating underlying factors. In some instances, investee specific information available to us to make this assessment may be limited or may be available on a delayed basis. If the investment is determined to be impaired, we adjust the carrying amount of such investment to its estimated fair value by recognizing a charge, which is included in non-operating expenses, net in our consolidated statements of operations. Estimating the fair value of an investment upon impairment involves a significant level of estimation, uncertainty and judgment. We may incur future losses due to impairments, which could have a material impact on our results of operations and financial position.

FY2025 10-K
Added
Filed Jun 18, 2025

Non-Marketable Investments We assess our non-marketable debt and equity investments for credit losses and impairment on a quarterly basis and as facts and circumstances change. Our analysis includes an assessment of various qualitative and quantitative factors, including the investee's historical financial results, current financial projections, rate of cash usage and assumptions regarding product acceptance and opportunity within the market. This analysis requires significant judgment in evaluating underlying factors. In some instances, investee specific information available to us to make this assessment may be limited or may be available on a delayed basis. If the investment is determined to be impaired, we adjust the carrying amount of such investment to its estimated fair value by recognizing a charge, which is included in non-operating income (expenses), net in our consolidated statements of operations. Estimating the fair value of an investment upon impairment involves a significant level of estimation, uncertainty and judgment. We may incur future losses due to impairments, which could have a material impact on our results of operations and financial position. 41

reworded Presentation of Operating Segment Results and Other Financial Information

FY2024 10-K
Removed
Filed Jun 20, 2024

Results of Operations Presentation of Operating Segment Results and Other Financial Information In our results of operations discussion below, we provide an overview of our total consolidated revenues, total consolidated operating expenses and total consolidated operating margin, all of which are presented on a GAAP basis. We also present a GAAP-based discussion below for substantially all of the other expense items as presented in our consolidated statements of operations that are not directly attributable to our three businesses. In addition, we discuss below the results of each of our three businesses-cloud and license, hardware and services-which are our operating segments as defined pursuant to ASC 280, Segment Reporting. The financial reporting for our three businesses that is presented below is presented in a manner that is consistent with that used by our CODMs. Our operating segment presentation below reflects revenues, direct costs and sales and marketing expenses that correspond to and are directly attributable to each of our three businesses. We also utilize these inputs to calculate and present a segment margin for each of our three businesses in the discussion below. Consistent with our internal management reporting processes, research and development expenses, general and administrative expenses, stock-based compensation expenses, amortization of intangible assets, certain other expense allocations, acquisition related and other expenses, restructuring expenses, interest expense, non-operating expenses, net and provision for income taxes are not attributed to our three operating segments because our management does not view the performance of our three businesses including such items and/or it is impracticable to do so. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of certain of these items and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a reconciliation of the summations of total segment margin as presented in the discussion below to total income before income taxes as presented per our consolidated statements of operations for fiscal 2024 and 2023. 44

FY2025 10-K
Added
Filed Jun 18, 2025

Results of Operations Presentation of Operating Segment Results and Other Financial Information In our results of operations discussion below, we provide an overview of our total consolidated revenues, total consolidated operating expenses and total consolidated operating margin, all of which are presented on a GAAP basis. We also present a GAAP-based discussion below for substantially all of the other expense items as presented in our consolidated statements of operations that are not directly attributable to our three businesses. In addition, we discuss below the results of each of our three businesses-cloud and license, hardware and services-which are our operating segments as defined pursuant to ASC 280, Segment Reporting. The financial reporting for our three businesses that is presented below is presented in a manner that is consistent with that used by our CODMs. Our operating segment presentation below reflects revenues, direct costs and sales and marketing expenses that correspond to and are directly attributable to each of our three businesses. We also utilize these inputs to calculate and present a segment margin for each of our three businesses in the discussion below. Consistent with our internal management reporting processes, research and development expenses, general and administrative expenses, stock-based compensation expenses, amortization of intangible assets, certain other expense allocations, acquisition related and other expenses, restructuring expenses, interest expense, non-operating income (expenses), net and provision for income taxes are not attributed to our three operating segments because our management does not view the performance of our three businesses including such items and/or it is impracticable to do so. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of certain of these items and Note 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a reconciliation of the summations of total segment margin as presented in the discussion below to total income before income taxes as presented per our consolidated statements of operations for fiscal 2025 and 2024.

reworded Constant Currency Presentation

FY2024 10-K
Removed
Filed Jun 20, 2024

Constant Currency Presentation Our international operations have provided, and are expected to continue to provide, a significant portion of each of our businesses' revenues and expenses. As a result, each of our businesses' revenues and expenses and our total revenues and expenses will continue to be affected by changes in the U.S. Dollar against major international currencies. In order to provide a framework for assessing how our underlying businesses performed, excluding the effects of foreign currency rate fluctuations, we compare the percent change in the results from one period to another period in this Annual Report using constant currency. To present this information, current and comparative prior period results for entities reporting in currencies other than U.S. Dollars are converted into U.S. Dollars at constant exchange rates (i.e., the rates in effect on May 31, 2023, which was the last day of our prior fiscal year) rather than the actual exchange rates in effect during the respective periods. For example, if an entity reporting in Euros had revenues of 1.0 million Euros from products sold on May 31, 2024 and 2023, our financial statements would reflect reported revenues of $1.09 million in fiscal 2024 (using 1.09 as the applicable average exchange rate for the period) and $1.08 million in fiscal 2023 (using 1.08 as the applicable average exchange rate for the period). The constant currency presentation, however, would translate the fiscal 2024 results using the fiscal 2023 exchange rate and indicate, in this example, no change in revenues between the periods compared. In each of the tables below, we present the percent change based on actual, unrounded results in reported currency and in constant currency.

FY2025 10-K
Added
Filed Jun 18, 2025

Constant Currency Presentation Our international operations have provided, and are expected to continue to provide, a significant portion of each of our businesses' revenues and expenses. As a result, each of our businesses' revenues and expenses and our total revenues and expenses will continue to be affected by changes in the U.S. Dollar against major international currencies. In order to provide a framework for assessing how our underlying businesses performed, excluding the effects of foreign currency rate fluctuations, we compare the percent change in the results from one period to another period in this Annual Report using constant currency. To present this information, current and comparative prior period results for entities reporting in currencies other than U.S. Dollars are converted into U.S. Dollars at constant exchange rates (i.e., the rates in effect on May 31, 2024, which was the last day of our prior fiscal year) rather than the actual exchange rates in effect during the respective periods. For example, if an entity reporting in Euros had revenues of 1.0 million Euros from products sold on May 31, 2025 and 2024, our financial statements would reflect reported revenues of $1.13 million in fiscal 2025 (using 1.13 as the applicable average exchange rate for the period) and $1.09 million in fiscal 2024 (using 1.09 as the applicable average exchange rate for the period). The constant currency presentation, however, would translate the fiscal 2025 results using the fiscal 2024 exchange rate and indicate, in this example, no change in revenues between the periods compared. In each of the tables below, we present the percent change based on actual, unrounded results in reported currency and in constant currency. 42

reworded Total Revenues by Geography:

FY2024 10-K
Removed
Filed Jun 20, 2024

Total Revenues and Operating Expenses Year Ended May 31, Percent Change (Dollars in millions) 2024 Actual Constant 2023 Total Revenues by Geography:

FY2025 10-K
Added
Filed Jun 18, 2025

Total Revenues and Operating Expenses Year Ended May 31, Percent Change (Dollars in millions) 2025 Actual Constant 2024 Total Revenues by Geography:

reworded Total Operating Margin %

FY2024 10-K
Removed
Filed Jun 20, 2024

49,954 Total Operating Expenses 37,608 2% 2% 36,861 Total Operating Margin $ 15,353 17% 16% $ 13,093 Total Operating Margin %

FY2025 10-K
Added
Filed Jun 18, 2025

52,961 Total Operating Expenses 39,721 6% 6% 37,608 Total Operating Margin $ 17,678 15% 16% $ 15,353 Total Operating Margin %

reworded Cloud and license

FY2024 10-K
Removed
Filed Jun 20, 2024

29% 26% % Revenues by Geography: Americas 62% 63% EMEA 25% 24% Asia Pacific 13% 13% Total Revenues by Business: Cloud and license $

FY2025 10-K
Added
Filed Jun 18, 2025

31% 29% % Revenues by Geography: Americas 63% 62% EMEA 25% 25% Asia Pacific 12% 13% Total Revenues by Business: Cloud and license $

reworded Cloud and License Business

FY2024 10-K
Removed
Filed Jun 20, 2024

Cloud and License Business Our cloud and license business, which represented 84% and 83% of our total revenues in fiscal 2024 and 2023, respectively, markets, sells and delivers a broad spectrum of enterprise applications and infrastructure technologies through our cloud and license offerings. Revenue streams included in our cloud and license business are:

FY2025 10-K
Added
Filed Jun 18, 2025

Cloud and License Business Our cloud and license business, which represented 86% and 84% of our total revenues in fiscal 2025 and 2024, respectively, markets, sells and delivers a broad spectrum of enterprise applications and infrastructure technologies through our cloud and license offerings. Revenue streams included in our cloud and license business are:

reworded Supplemental Disclosure Related to Certain Charges

FY2024 10-K
Removed
Filed Jun 20, 2024

Supplemental Disclosure Related to Certain Charges To supplement our consolidated financial information, we believe that the following information is helpful to an overall understanding of our past financial performance and prospects for the future. Our operating results reported pursuant to GAAP included the following business combination accounting adjustments and expenses related to acquisitions and certain other expenses, including stock-based compensation, that affected our GAAP net income: Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

Supplemental Disclosure Related to Certain Charges To supplement our consolidated financial information, we believe that the following information is helpful to an overall understanding of our past financial performance and prospects for the future. Our operating results reported pursuant to GAAP included the following business combination accounting adjustments and expenses related to acquisitions and certain other expenses, including stock-based compensation, that affected our GAAP net income: Year Ended May 31,

reworded Restructuring(3)

FY2024 10-K
Removed
Filed Jun 20, 2024

(in millions) 2024 2023 Amortization of intangible assets(1) $ 3,010 $ 3,582 Acquisition related and other(2) 314 190 Restructuring(3)

FY2025 10-K
Added
Filed Jun 18, 2025

(in millions) 2025 2024 Amortization of intangible assets(1) $ 2,307 $ 3,010 Acquisition related and other(2) 75 314 Restructuring(3)

reworded Income tax effects(5)

FY2024 10-K
Removed
Filed Jun 20, 2024

404 490 Stock-based compensation, operating segments(4) 1,382 1,201 Stock-based compensation, R&D and G&A(4) 2,592 2,346 Income tax effects(5)

FY2025 10-K
Added
Filed Jun 18, 2025

299 404 Stock-based compensation, operating segments(4) 1,597 1,382 Stock-based compensation, R&D and G&A(4) 3,077 2,592 Income tax effects(5)

reworded 5,243

FY2024 10-K
Removed
Filed Jun 20, 2024

(2,459 ) (2,136 ) $ 5,243 $ 5,673 (1)Represents the amortization of intangible assets, substantially all of which were acquired in connection with our acquisitions. As of May 31, 2024, estimated future amortization related to intangible assets was as follows (in millions):

FY2025 10-K
Added
Filed Jun 18, 2025

(2,514 ) (2,459 ) $ 4,841 $ 5,243 (1)Represents the amortization of intangible assets, all of which were acquired in connection with our acquisitions. As of May 31, 2025, estimated future amortization related to intangible assets was as follows (in millions):

reworded Total intangible assets, net

FY2024 10-K
Removed
Filed Jun 20, 2024

Fiscal 2025 $ 2,303 Fiscal 2026 1,639 Fiscal 2027 672 Fiscal 2028 635 Fiscal 2029 561 Thereafter 1,080 Total intangible assets, net $

FY2025 10-K
Added
Filed Jun 18, 2025

Fiscal 2026 $ 1,639 Fiscal 2027 672 Fiscal 2028 635 Fiscal 2029 561 Fiscal 2030 522 Thereafter 558 Total intangible assets, net $

reworded Stock-based compensation, operating segments

FY2024 10-K
Removed
Filed Jun 20, 2024

2024 2023 Cloud services and license support $ 525 $ 435 Hardware 23 18 Services 167 137 Sales and marketing 667 611 Stock-based compensation, operating segments

FY2025 10-K
Added
Filed Jun 18, 2025

2025 2024 Cloud services and license support $ 609 $ 525 Hardware 29 23 Services 202 167 Sales and marketing 757 667 Stock-based compensation, operating segments

reworded 3,974

FY2024 10-K
Removed
Filed Jun 20, 2024

1,382 1,201 Research and development 2,225 1,983 General and administrative 367 363 Total stock-based compensation $ 3,974 $ 3,547 (5)For fiscal 2024 and 2023, the applicable jurisdictional tax rates applied to our income before income taxes after excluding the tax effects of items within the table above such as for stock-based compensation, amortization of intangible assets, restructuring, and certain acquisition related and other items, and after excluding the net deferred tax effects associated with a previously recorded income tax benefit that resulted from a partial realignment of our legal entity structure. These adjustments resulted in an effective tax rate of 19.2%, instead of 10.9%, for fiscal 2024 and 16.3%, instead of 6.8%, for fiscal 2023, which in each case represented our effective tax rates as derived per our consolidated statements of operations.

FY2025 10-K
Added
Filed Jun 18, 2025

1,597 1,382 Research and development 2,638 2,225 General and administrative 439 367 Total stock-based compensation $ 4,674 $ 3,974 (5)For fiscal 2025 and 2024, the applicable jurisdictional tax rates applied to our income before income taxes after excluding the tax effects of items within the table above such as for stock-based compensation, amortization of intangible assets, restructuring and certain acquisition related and other items, and after excluding the net deferred tax effects associated with a previously recorded income tax benefit that resulted from a partial realignment of our legal entity structure. These adjustments resulted in an effective tax rate of 19.7%, instead of 12.1%, for fiscal 2025 and 19.2%, instead of 10.9%, for fiscal 2024, which in each case represented our effective tax rates as derived per our consolidated statements of operations. 44

reworded Cloud and License Business

FY2024 10-K
Removed
Filed Jun 20, 2024

Cloud and License Business Our cloud and license business engages in the sale and marketing of our applications and infrastructure technologies that are delivered through various deployment models and include: Oracle Cloud Services offerings; Oracle cloud license and on-premise license offerings; and Oracle license support offerings. Our cloud services deliver applications and infrastructure technologies on a subscription basis via cloud-based deployment models that we develop, provide unspecified updates and enhancements for, deploy, host, manage and support. Revenues for our cloud services are generally recognized ratably over the contractual term, which is generally one to four years, or in the case of usage model contracts, as the cloud services are consumed. Cloud license and on-premise license revenues represent fees earned from granting customers licenses, generally on a perpetual basis, to use our database and middleware and our applications software products within cloud and on-premise IT environments and are generally recognized up front at the point in time when the software is made available to the customer to download and use. License support revenues are typically generated through the sale of applications and infrastructure software license support contracts related to cloud licenses and on-premise licenses; are purchased by our customers at their option; and are generally recognized as revenues ratably over the contractual term, which is generally one year. We continue to place significant emphasis, both domestically and internationally, on direct sales through our own sales force. We also continue to market certain of our offerings through indirect channels. Costs associated with our cloud and license business are included in cloud services and license support expenses and sales and marketing expenses. These costs are largely personnel and infrastructure related including the cost of providing our cloud services and license support offerings, salaries and commissions earned by our sales force for the sale of our cloud and license offerings and marketing program costs. 47 Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

Cloud and License Business Our cloud and license business engages in the sale and marketing of our applications and infrastructure technologies that are delivered through various deployment models and include: Oracle Cloud Services offerings; Oracle cloud license and on-premise license offerings; and Oracle license support offerings. Our cloud services deliver applications and infrastructure technologies on a subscription basis via cloud-based deployment models that we develop, provide unspecified updates and enhancements for, deploy, host, manage and support. Revenues for our cloud services are generally recognized ratably over the contractual term, which is generally one to four years, or in the case of usage model contracts, as the cloud services are consumed. Cloud license and on-premise license revenues represent fees earned from granting customers licenses, generally on a perpetual basis, to use our database and middleware and our applications software products within cloud and on-premise IT environments and are generally recognized up front at the point in time when the software is made available to the customer to download and use. License support revenues are typically generated through the sale of applications and infrastructure software license support contracts related to cloud licenses and on-premise licenses; are purchased by our customers at their option; and are generally recognized as revenues ratably over the contractual term, which is generally one year. We continue to place significant emphasis, both domestically and internationally, on direct sales through our own sales force. We also continue to market certain of our offerings through indirect channels. Costs associated with our cloud and license business are included in cloud services and license support expenses and sales and marketing expenses. These costs are largely personnel- and infrastructure-related and include the cost of providing our cloud services and license support offerings, salaries and commissions earned by our sales force for the sale of our cloud and license offerings and marketing program costs. Year Ended May 31,

reworded Revenues by Offerings:

FY2024 10-K
Removed
Filed Jun 20, 2024

26,126 Total Margin % 64% 64% % Revenues by Geography: Americas 64% 63% EMEA 24% 24% Asia Pacific 12% 13% Revenues by Offerings:

FY2025 10-K
Added
Filed Jun 18, 2025

28,514 Total Margin % 63% 64% % Revenues by Geography: Americas 64% 64% EMEA 24% 24% Asia Pacific 12% 12% Revenues by Offerings:

reworded 5,201

FY2024 10-K
Removed
Filed Jun 20, 2024

Cloud services $ 19,774 25% 24% $ 15,881 License support 19,609 1% 0% 19,426 Cloud license and on-premise license 5,081 -12%

FY2025 10-K
Added
Filed Jun 18, 2025

Cloud services $ 24,506 24% 24% $ 19,774 License support 19,523 0% 0% 19,609 Cloud license and on-premise license 5,201 2% 3%

reworded Applications cloud services and license support

FY2024 10-K
Removed
Filed Jun 20, 2024

-12% 5,779 Total revenues $ 44,464 8% 8% $ 41,086 Cloud Services and License Support Revenues by Ecosystem: Applications cloud services and license support $

FY2025 10-K
Added
Filed Jun 18, 2025

5,081 Total revenues $ 49,230 11% 11% $ 44,464 Cloud Services and License Support Revenues by Ecosystem: Applications cloud services and license support $

reworded 39,383

FY2024 10-K
Removed
Filed Jun 20, 2024

39,383 12% 11% $ 35,307 (1)Excludes stock-based compensation and certain expense allocations. Also excludes amortization of intangible assets and certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Excluding the effects of foreign currency rate fluctuations, our cloud and license business' total revenues increased in fiscal 2024 relative to fiscal 2023 due to growth in our cloud services and license support revenues as customers purchased our applications and infrastructure technologies via cloud and license deployment models and renewed their related cloud contracts and license support contracts to continue to gain access to the latest versions of our technologies and to receive support services for which we delivered such cloud and support services during the period presented. The growth in our cloud services and license support revenues was partially offset by a decrease in our cloud license and on-premise license revenues. In constant currency, the Americas, the EMEA and the Asia Pacific regions contributed 71%, 18% and 11%, respectively, of the constant currency revenue growth for this business during fiscal 2024. In constant currency, our total cloud and license business' expenses increased in fiscal 2024 relative to fiscal 2023 primarily due to higher technology infrastructure expenses to support the increase in our cloud and license business' revenues. These constant currency expense increases were partially offset by lower sales and marketing expenses, which decreased primarily due to lower employee related expenses due to lower headcount. Our cloud services and license support expenses have grown in recent periods, and we expect this trend to continue during fiscal 2025 as we increase our existing data center capacity and establish data centers in new geographic locations in order to meet current and expected customer demand. Excluding the effects of currency rate fluctuations, our cloud and license business' total margin increased in fiscal 2024 relative to fiscal 2023 due to increases in total revenues for this business. In constant currency, total margin as a percentage of revenues remained flat in fiscal 2024 relative to fiscal 2023. 48

FY2025 10-K
Added
Filed Jun 18, 2025

44,029 12% 12% $ 39,383 (1)Excludes stock-based compensation and certain expense allocations. Also excludes amortization of intangible assets and certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. 45 Our cloud and license business' total revenues increased by $4.8 billion in reported currency in fiscal 2025 relative to fiscal 2024 primarily due to a $4.7 billion increase in cloud services revenues as customers purchased our applications and infrastructure technologies and renewed their related cloud contracts and a $120 million increase in cloud license and on-premise license revenues. These increases were partially offset by an $86 million decrease in license support revenues in fiscal 2025 relative to fiscal 2024. In constant currency, applications cloud services and license support and infrastructure cloud services and license support contributed 26% and 74%, respectively, of the growth in cloud services and license support revenues in fiscal 2025. The Americas, the EMEA and the Asia Pacific regions contributed 75%, 19% and 6%, respectively, to the constant currency revenue growth for this business during fiscal 2025. Total cloud and license business' expenses increased by $2.4 billion in reported currency in fiscal 2025 relative to fiscal 2024. Excluding the favorable effects of currency rate fluctuations of less than 1% in fiscal 2025, the constant currency increase in expenses in fiscal 2025 relative to fiscal 2024 was primarily due to a $1.6 billion increase in infrastructure expenses; a $359 million increase in employee-related expenses for employees engaged in cloud services delivery; and a $350 million increase in sales and marketing expenses to support the increase in our cloud services revenues. Our cloud services and license support expenses have grown in recent periods, and we expect this trend to continue during fiscal 2026 as we increase our existing data center capacity and establish data centers in new geographic locations in order to meet current and expected customer demand. Excluding the effects of currency rate fluctuations, our cloud and license business' total margin increased in fiscal 2025 relative to fiscal 2024 due to increases in total revenues for this business. Total margin as a percentage of revenues in constant currency decreased in fiscal 2025 relative to fiscal 2024 due to an increase in total expenses for this business.

reworded •expected growth in our cloud services offerings; and

FY2024 10-K
Removed
Filed Jun 20, 2024

On a constant currency basis, we expect that our total cloud and license revenues generally will continue to increase due to: •expected growth in our cloud services offerings; and

FY2025 10-K
Added
Filed Jun 18, 2025

On a constant currency basis, we expect that our total cloud and license revenues generally will continue to increase due to: •expected growth in our cloud services offerings; and

reworded 893

FY2024 10-K
Removed
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Hardware Revenues: Americas $ 1,494 -12% -13% $ 1,702 EMEA 921

FY2025 10-K
Added
Filed Jun 18, 2025

Percent Change (Dollars in millions) 2025 Actual Constant 2024 Hardware Revenues: Americas $ 1,441 -4% -3% $ 1,494 EMEA 893

reworded 742

FY2024 10-K
Removed
Filed Jun 20, 2024

-1% -4% 933 Asia Pacific 651 2% 4% 639 Total revenues 3,066 -6% -7% 3,274 Expenses: Hardware products and support(1) 855

FY2025 10-K
Added
Filed Jun 18, 2025

-3% -3% 921 Asia Pacific 602 -8% -7% 651 Total revenues 2,936 -4% -4% 3,066 Expenses: Hardware products and support(1) 742

reworded 21%

FY2024 10-K
Removed
Filed Jun 20, 2024

-1% $ 1,932 Total Margin % 62% 59% % Revenues by Geography: Americas 49% 52% EMEA 30% 28% Asia Pacific 21% 20% (1)Excludes stock-based compensation and certain expense allocations. Also excludes amortization of intangible assets and certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Our constant currency hardware revenues decreased in fiscal 2024 relative to fiscal 2023 primarily due to our continued emphasis on the marketing and sale of our cloud-based infrastructure technologies and strategic hardware offerings and the de-emphasis of our sales and marketing efforts for non-strategic hardware products, which resulted in reduced sales volumes of certain of our hardware product lines and also impacted the volume of hardware support contracts sold in recent periods. Geographically, we experienced constant currency revenue declines in the Americas and the EMEA regions, partially offset by a constant currency revenue increase in the Asia Pacific region, in fiscal 2024. Excluding the effects of currency rate fluctuations, total hardware expenses decreased in fiscal 2024 relative to fiscal 2023 primarily due to lower hardware product costs and lower sales and marketing expenses, all of which aligned with lower hardware revenues. 49 In constant currency, our hardware business' total margin decreased in fiscal 2024 relative to fiscal 2023 due to lower total revenues for this business. In constant currency, total margin as a percentage of revenues increased in fiscal 2024 relative to fiscal 2023 due to lower total expenses for this business.

FY2025 10-K
Added
Filed Jun 18, 2025

1,915 Total Margin % 65% 62% % Revenues by Geography: Americas 49% 49% EMEA 30% 30% Asia Pacific 21% 21% (1)Excludes stock-based compensation and certain expense allocations. Also excludes amortization of intangible assets and certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Total hardware revenues decreased by $130 million in reported currency in fiscal 2025 relative to fiscal 2024. Excluding the unfavorable impact of currency rate fluctuations of less than 1% in fiscal 2025, the decrease in hardware revenues was primarily due to our continued emphasis on the marketing and sale of our cloud-based infrastructure technologies, which resulted in reduced sales volumes of certain of our hardware product lines and also impacted the volume of hardware support contracts sold in recent periods. Geographically, we experienced constant currency hardware revenue declines in all regions in fiscal 2025. Total hardware expenses decreased by $133 million in reported currency in fiscal 2025 relative to fiscal 2024. The decrease in hardware expenses aligned with lower hardware revenues. Excluding the favorable currency rate fluctuations effect of 1% in fiscal 2025, the constant currency decrease in hardware expenses during fiscal 2025 relative to fiscal 2024 was due to a $106 million decrease in hardware product and support costs and an $18 million decrease in sales and marketing expenses. In constant currency, our hardware business' total margin and total margin as a percentage of revenues increased in fiscal 2025 relative to fiscal 2024 due to lower total expenses for this business.

reworded 1,359

FY2024 10-K
Removed
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Services Revenues: Americas $ 3,432 -7% -8% $ 3,703 EMEA 1,338 7% 5%

FY2025 10-K
Added
Filed Jun 18, 2025

Percent Change (Dollars in millions) 2025 Actual Constant 2024 Services Revenues: Americas $ 3,184 -7% -6% $ 3,432 EMEA 1,359 2% 1%

reworded Total Margin

FY2024 10-K
Removed
Filed Jun 20, 2024

1,246 Asia Pacific 661 2% 6% 645 Total revenues 5,431 -3% -3% 5,594 Total Expenses(1) 4,515 1% 0% 4,490 Total Margin $

FY2025 10-K
Added
Filed Jun 18, 2025

1,338 Asia Pacific 690 4% 6% 661 Total revenues 5,233 -4% -3% 5,431 Total Expenses(1) 4,240 -6% -6% 4,515 Total Margin $

reworded •continued demand for our cloud license and on-premise license and license support offerings.

FY2024 10-K
Removed
Filed Jun 20, 2024

•continued demand for our cloud license and on-premise license and license support offerings. We believe these factors should contribute to future growth in our cloud and license business' total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and license products and services. Our cloud and license business' margin has historically trended upward over the course of the four quarters within a particular fiscal year due to the historical upward trend of our cloud and license business' revenues over those quarterly periods and because the majority of our costs for this business are generally fixed in the short term. The historical upward trend of our cloud and license business' revenues over the course of the four quarters within a particular fiscal year is primarily due to the addition of new cloud services and license support contracts to the customer contract base that we generally recognize as revenues ratably or based upon customer usage over the respective contractual terms and the renewal of existing customers' cloud services and license support contracts over the course of each fiscal year that we generally recognize as revenues in a similar manner; and the historical upward trend of our cloud license and on-premise license revenues, which we generally recognize at a point in time upon delivery; in each case over those four fiscal quarterly periods.

FY2025 10-K
Added
Filed Jun 18, 2025

•continued demand for our cloud license and on-premise license and license support offerings. We believe these factors should contribute to future growth in our cloud and license business' total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and license products and services. Our cloud and license business' margin has historically trended upward over the course of the four quarters within a particular fiscal year due to the historical upward trend of our cloud and license business' revenues over those quarterly periods and because the majority of our costs for this business are generally fixed in the short term. The historical upward trend of our cloud and license business' revenues over the course of the four quarters within a particular fiscal year is primarily due to the addition of new cloud services and license support contracts to the customer contract base, which we generally recognize as revenues ratably or based upon customer usage over the respective contractual terms and the renewal of existing customers' cloud services and license support contracts over the course of each fiscal year, which we generally recognize as revenues in a similar manner; and the historical upward trend of our cloud license and on-premise license revenues, which we generally recognize at a point in time upon delivery; in each case over those four fiscal quarterly periods. Our margin for this business may be adversely impacted due to increases in supply chain and energy costs, the impact of tariffs and trade policy and other factors.

reworded Stock-based compensation

FY2024 10-K
Removed
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 General and administrative(1) $ 1,181 -3% -3% $ 1,216 Stock-based compensation

FY2025 10-K
Added
Filed Jun 18, 2025

Percent Change (Dollars in millions) 2025 Actual Constant 2024 General and administrative(1) $ 1,163 -2% -1% $ 1,181 Stock-based compensation

reworded (1)Excluding stock-based compensation

FY2024 10-K
Removed
Filed Jun 20, 2024

367 1% 1% 363 Total expenses $ 1,548 -2% -2% $ 1,579 % of Total Revenues 3% 3% (1)Excluding stock-based compensation Excluding the effects of currency rate fluctuations, our total general and administrative expenses decreased in fiscal 2024 relative to fiscal 2023 primarily due to lower professional fees, partially offset by higher stock-based compensation expenses. Amortization of Intangible Assets: Substantially all of our intangible assets were acquired through our business combinations. We amortize our intangible assets over, and monitor the appropriateness of, the estimated useful lives of these assets. We also periodically review these intangible assets for potential impairment based upon relevant facts and circumstances. Refer to Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information regarding our intangible assets and related amortization. Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

439 20% 20% 367 Total expenses $ 1,602 3% 4% $ 1,548 % of Total Revenues 3% 3% (1)Excluding stock-based compensation Total general and administrative expenses increased by $54 million in reported currency in fiscal 2025 relative to fiscal 2024. Excluding the favorable effects of currency rate fluctuations of 1% in fiscal 2025, the increase in general and administrative expenses was primarily due to higher stock-based compensation expenses. Amortization of Intangible Assets: Substantially all our intangible assets were acquired through our business combinations. We amortize our intangible assets over, and monitor the appropriateness of, the estimated useful lives of these assets. We also periodically review these intangible assets for potential impairment based upon relevant facts and circumstances. Refer to Note 5 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information regarding our intangible assets and related amortization. Year Ended May 31,

reworded Cloud services and license support agreements and related relationships

FY2024 10-K
Removed
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Developed technology $ 676 -15% -15% $ 792 Cloud services and license support agreements and related relationships

FY2025 10-K
Added
Filed Jun 18, 2025

Percent Change (Dollars in millions) 2025 Actual Constant 2024 Developed technology $ 642 -5% -5% $ 676 Cloud services and license support agreements and related relationships

reworded -42%

FY2024 10-K
Removed
Filed Jun 20, 2024

1,026 -32% -32% 1,507 Cloud license and on-premise license agreements and related relationships 467 2% 2% 459 Other 841 2% 2% 824

FY2025 10-K
Added
Filed Jun 18, 2025

714 -30% -30% 1,026 Cloud license and on-premise license agreements and related relationships 462 -1% -1% 467 Other 489 -42% -42%

reworded 3,010

FY2024 10-K
Removed
Filed Jun 20, 2024

Total amortization of intangible assets $ 3,010 -16% -16% $ 3,582 Amortization of intangible assets decreased in fiscal 2024 relative to fiscal 2023 due to a reduction in expenses associated with certain of our intangible assets that became fully amortized. Acquisition Related and Other Expenses: Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net. Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

841 Total amortization of intangible assets $ 2,307 -23% -23% $ 3,010 Amortization of intangible assets decreased by $703 million in reported currency in fiscal 2025 relative to fiscal 2024 due to a reduction in expenses associated with certain of our intangible assets that became fully amortized. Acquisition Related and Other Expenses: Acquisition related and other expenses consist of personnel-related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net. Year Ended May 31,

reworded -81%

FY2024 10-K
Removed
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Transitional and other employee related costs $ 19 -76% -76% $ 77

FY2025 10-K
Added
Filed Jun 18, 2025

Percent Change (Dollars in millions) 2025 Actual Constant 2024 Transitional and other employee-related costs $ 3 -81% -81% $ 19

reworded Total acquisition related and other expenses

FY2024 10-K
Removed
Filed Jun 20, 2024

Business combination adjustments, net (12 ) * * 10 Other, net 307 198% 196% 103 Total acquisition related and other expenses $

FY2025 10-K
Added
Filed Jun 18, 2025

Business combination adjustments, net (26 ) 125% 125% (12 ) Other, net 98 -68% -68% 307 Total acquisition related and other expenses $ 75

reworded 314

FY2024 10-K
Removed
Filed Jun 20, 2024

314 65% 64% $ 190 * Not meaningful On a constant currency basis, acquisition related and other expenses increased in fiscal 2024 relative to fiscal 2023 due to higher other expenses primarily related to certain asset impairment charges and certain litigation related charges, partially offset by lower transitional and other employee related costs and lower expenses for business combination adjustments. 51 Restructuring Expenses: Restructuring expenses resulted from the execution of management-approved restructuring plans that were generally developed to improve our cost structure and/or operations, often in conjunction with our acquisition integration strategies and/or other strategic initiatives. Restructuring expenses consist of employee severance costs, contract termination costs and certain other exit costs to improve our cost structure prospectively. For additional information regarding our restructuring plans, see Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

-76% -76% $ 314 Acquisition related and other expenses decreased by $239 million in reported currency in fiscal 2025 relative to fiscal 2024 due to a $209 million decrease in other expenses related to certain asset impairment and litigation-related charges and a $30 million total decrease in transitional and other employee-related costs and business combination adjustments, net. 49 Restructuring Expenses: Restructuring expenses resulted from the execution of management-approved restructuring plans that were generally developed to improve our cost structure and/or operations, often in conjunction with our acquisition integration strategies and/or other strategic initiatives. Restructuring expenses consist of employee severance costs, contract termination costs and certain other exit costs to improve our cost structure prospectively. For additional information regarding our restructuring plans, see Note 7 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Year Ended May 31,

reworded 404

FY2024 10-K
Removed
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Restructuring expenses $ 404 -18% -18% $ 490 Restructuring expenses in fiscal 2024 primarily related to the 2024 Restructuring Plan. Restructuring expenses in fiscal 2023 primarily related to the 2022 Restructuring Plan, which is substantially complete. Our management approved, committed to and initiated the 2024 Restructuring Plan and the 2022 Restructuring Plan in order to restructure and further improve efficiencies in our operations. We may incur additional restructuring expenses in future periods due to the initiation of new restructuring plans or from changes in estimated costs associated with existing restructuring plans. The majority of the initiatives undertaken by the 2024 Restructuring Plan were effected to implement our continued emphasis in developing, marketing, selling and delivering our cloud-based offerings. Certain of the cost savings realized pursuant to the 2024 Restructuring Plan initiatives were offset by investments in resources and geographies that we believe better address the development, marketing, sale and delivery of our cloud-based offerings, including investments in the development and delivery of our second-generation cloud infrastructure.

FY2025 10-K
Added
Filed Jun 18, 2025

Percent Change (Dollars in millions) 2025 Actual Constant 2024 Restructuring expenses $ 299 -26% -26% $ 404 Restructuring expenses in fiscal 2025 and 2024 primarily related to the 2024 Restructuring Plan, which is substantially complete. Our management approved, committed to and initiated the 2024 Restructuring Plan in order to restructure and further improve efficiencies in our operations. We may incur additional restructuring expenses in future periods due to the initiation of new restructuring plans or from changes in estimated costs associated with existing restructuring plans. The majority of the initiatives undertaken by the 2024 Restructuring Plan were effected to implement our continued emphasis in developing, marketing, selling and delivering our cloud-based offerings. Certain of the cost savings realized pursuant to the 2024 Restructuring Plan initiatives were offset by investments in resources and geographies that we believe better address the development, marketing, sale and delivery of our cloud-based offerings, including investments in the development and delivery of our second-generation cloud infrastructure.

reworded 3,578

FY2024 10-K
Removed
Filed Jun 20, 2024

Interest Expense: Year Ended May 31, Percent Change (Dollars in millions) 2024 Actual Constant 2023 Interest expense $ 3,514 0% 0% $

FY2025 10-K
Added
Filed Jun 18, 2025

Interest Expense: Year Ended May 31, Percent Change (Dollars in millions) 2025 Actual Constant 2024 Interest expense $ 3,578 2% 2% $

reworded Hardware Business

FY2024 10-K
Removed
Filed Jun 20, 2024

Index to Financial Statements Hardware Business Our hardware business, which represented 6% of our total revenues in each of fiscal 2024 and 2023, provides a broad selection of enterprise hardware products and hardware-related software products including Oracle Engineered Systems, servers, storage, industry-specific hardware offerings, operating systems, virtualization, management and other hardware-related software and related hardware support. Each hardware product and its related software, such as an operating system or firmware, are highly interdependent and interrelated and are accounted for as a combined performance obligation. The revenues for this combined performance obligation are generally recognized at the point in time that the hardware product and its related software are delivered to the customer and ownership is transferred to the customer. We expect to continue to make investments in research and development to improve existing hardware products and services and to develop new hardware products and services. The majority of our hardware products are sold through indirect channels, including independent distributors and value-added resellers. Our hardware support offerings provide customers with unspecified software updates for software components that are essential to the functionality of our hardware products and associated software products. Our hardware support offerings can also include product repairs, maintenance services and technical support services. Hardware support contracts are entered into and renewed at the option of the customer, are generally priced as a percentage of the net hardware products fees and are generally recognized as revenues ratably as the hardware support services are delivered over the contractual terms. We generally expect our hardware business to have lower operating margins as a percentage of revenues than our cloud and license business due to the incremental costs we incur to produce and distribute these products and to provide support services, including direct materials and labor costs. Our quarterly hardware revenues are difficult to predict. Our hardware revenues, cost of hardware and hardware operating margins that we report are affected by many factors, including our manufacturing partners' abilities to timely manufacture or deliver a few large hardware transactions; our strategy for and the position of our hardware products relative to competitor offerings; customer demand for competing offerings, including cloud infrastructure offerings; the strength of general economic and business conditions; governmental budgetary constraints; whether customers decide to purchase hardware support contracts at or in close proximity to the time of hardware product sale; the percentage of our hardware support contract customer base that renews its support contracts; and the close association between hardware products, which have a finite life, and customer demand for related hardware support as hardware products age; customer decisions to either maintain or upgrade their existing hardware infrastructure to newly developed technologies that are available; and foreign currency rate fluctuations.

FY2025 10-K
Added
Filed Jun 18, 2025

Hardware Business Our hardware business, which represented 5% and 6% of our total revenues in fiscal 2025 and 2024, respectively, provides a broad selection of enterprise hardware products and hardware-related software products including Oracle Engineered Systems, servers, storage, industry-specific hardware offerings, operating systems, virtualization, management and other hardware-related software and related hardware support. Each hardware product and its related software, such as an operating system or firmware, are highly interdependent and interrelated and are accounted for as a combined performance obligation. The revenues for this combined performance obligation are generally recognized at the point in time that the hardware product and its related software are delivered to the customer and ownership is transferred to the customer. We expect to continue to make investments in research and development to improve existing hardware products and services and to develop new hardware products and services. The majority of our hardware products are sold through indirect channels, including independent distributors and value-added resellers. Our hardware support offerings provide customers with unspecified software updates for software components that are essential to the functionality of our hardware products and associated software products. Our hardware support offerings can also include product repairs, maintenance services and technical support services. Hardware support contracts are entered into and renewed at the option of the customer, are generally priced as a percentage of the net hardware products fees and are generally recognized as revenues ratably as the hardware support services are delivered over the contractual terms. We generally expect our hardware business to have lower operating margins as a percentage of revenues than our cloud and license business due to the incremental costs we incur to produce and distribute these products and to provide support services, including direct materials and labor costs. Our quarterly hardware revenues are difficult to predict. Our hardware revenues, cost of hardware and hardware operating margins that we report are affected by many factors, including our manufacturing partners' abilities to timely and cost-effectively manufacture or deliver a few large hardware transactions; our strategy for and the pricing and position of our hardware products relative to competitor offerings; customer demand for competing offerings, including cloud infrastructure offerings; the strength of general economic and business conditions, including the effects of inflation, tariffs and trade policy, geopolitical conditions and other macroeconomic factors on customer demand; governmental budgetary constraints; whether customers decide to purchase hardware support contracts at or in close proximity to the time of hardware product sale; the percentage of our hardware support contract customer base that renews its support contracts; the effect of tariffs and other trade barriers on our costs, and our ability to pass such costs on to customers; the geographic locations of our customers; the close association between hardware products, which have a finite life, and customer demand for related hardware support as hardware products age; customer decisions to either maintain or upgrade their existing hardware infrastructure to newly developed technologies that are available; and foreign currency rate fluctuations.

reworded Foreign currency losses, net

FY2024 10-K
Removed
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Interest income $ 451 58% 59% $ 285 Foreign currency losses, net

FY2025 10-K
Added
Filed Jun 18, 2025

Percent Change (Dollars in millions) 2025 Actual Constant 2024 Interest income $ 578 28% 28% $ 451 Foreign currency losses, net

reworded Not meaningful

FY2024 10-K
Removed
Filed Jun 20, 2024

Not meaningful 52 Our non-operating expenses, net decreased in fiscal 2024 relative to fiscal 2023 primarily due to higher interest income; lower net losses associated with equity investments; lower foreign currency losses; and higher other income, net, which was primarily attributable to unrealized investment gains associated with certain marketable equity securities that we held for employee benefit plans, and for which an equal and offsetting amount was recorded to our operating expenses during the same period. These decreases in non-operating expenses, net were partially offset by higher expenses for noncontrolling interests in income. Provision for Income Taxes: Our effective income tax rates for each of the periods presented were the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. Refer to Note 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a discussion regarding the differences between the effective income tax rates as presented for the periods below and the U.S. federal statutory income tax rates that were in effect during these periods. Future effective tax rates could be adversely affected by an unfavorable shift of earnings weighted to jurisdictions with higher tax rates, by unfavorable changes in tax laws and regulations, by adverse rulings in tax related litigation, or by shortfalls in stock-based compensation realized by employees relative to stock-based compensation that was recorded for book purposes, among others. Year Ended May 31,

FY2025 10-K
Added
Filed Jun 18, 2025

Not meaningful 50 Our non-operating income (expenses), net increased by $158 million in reported currency in fiscal 2025 relative to fiscal 2024 primarily due to a $127 million increase in interest income, an $81 million decrease in foreign currency losses and a $25 million decrease in losses from marketable and non-marketable investments. These contributors to the increase in non-operating income (expenses), net were partially offset by a $77 million decrease in other income, net, which was primarily attributable to lower gains associated with an investment portfolio that we held for our employee deferred compensation plan, and for which an equal and offsetting amount was recorded to our operating expenses during the same period. Provision for Income Taxes: Our effective income tax rates for each of the periods presented were the result of the mix of income earned and losses incurred in various tax jurisdictions that apply a broad range of income tax rates. Refer to Note 12 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a discussion regarding the differences between the effective income tax rates as presented for the periods below and the U.S. federal statutory income tax rates that were in effect during these periods. Future effective tax rates could be adversely affected by an unfavorable shift of earnings weighted to jurisdictions with higher tax rates, by unfavorable changes in tax laws and regulations, by adverse rulings in tax-related litigation, or by shortfalls in stock-based compensation realized by employees relative to stock-based compensation that was recorded for book purposes, among others. Year Ended May 31,

reworded Effective tax rate

FY2024 10-K
Removed
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Provision for income taxes $ 1,274 105% 103% $ 623 Effective tax rate

FY2025 10-K
Added
Filed Jun 18, 2025

Percent Change (Dollars in millions) 2025 Actual Constant 2024 Provision for income taxes $ 1,717 35% 36% $ 1,274 Effective tax rate

reworded (8,990

FY2024 10-K
Removed
Filed Jun 20, 2024

Liquidity and Capital Resources As of May 31, (Dollars in millions) 2024 Change 2023 Working capital $ (8,990 ) 331% $ (2,086 )

FY2025 10-K
Added
Filed Jun 18, 2025

Liquidity and Capital Resources As of May 31, (Dollars in millions) 2025 Change 2024 Working capital $ (8,064 ) -10% $ (8,990 )

reworded Net cash used for investing activities

FY2024 10-K
Removed
Filed Jun 20, 2024

(Dollars in millions) 2024 Change 2023 Net cash provided by operating activities $ 18,673 9% $ 17,165 Net cash used for investing activities $

FY2025 10-K
Added
Filed Jun 18, 2025

(Dollars in millions) 2025 Change 2024 Net cash provided by operating activities $ 20,821 12% $ 18,673 Net cash used for investing activities $

reworded Services Business

FY2024 10-K
Removed
Filed Jun 20, 2024

Services Business Our services business, which represented 10% and 11% of our total revenues in fiscal 2024 and 2023, respectively, helps customers and partners maximize the performance of their investments in Oracle applications and infrastructure technologies. We believe that our services are differentiated based on our focus on Oracle technologies, extensive experience, broad sets of intellectual property and best practices. Our services offerings include consulting services and advanced customer services. Our services business has lower margins than our cloud and license and hardware businesses. Our services revenues are affected by many factors including our strategy for, and the competitive position of, our services; customer demand for our cloud and license and hardware offerings and the related services that we may market and sell in connection with these offerings; general economic conditions; governmental budgetary constraints; personnel reductions in our customers' IT departments; tighter controls over customer discretionary spending; and foreign currency rate fluctuations.

FY2025 10-K
Added
Filed Jun 18, 2025

Services Business Our services business, which represented 9% and 10% of our total revenues in fiscal 2025 and 2024, respectively, helps customers and partners maximize the performance of their investments in Oracle applications and infrastructure technologies. We believe that our services are differentiated based on our focus on Oracle technologies, extensive experience, broad sets of intellectual property and best practices. Our services offerings include consulting services and advanced customer services. Our services business has lower margins than our cloud and license and hardware businesses. Our services revenues are affected by many factors including our strategy for, and the competitive position of, our services; customer demand for our cloud and license and hardware offerings and the related services that we may market and sell in connection with these offerings; general economic conditions; governmental budgetary constraints; personnel reductions in our customers' IT departments; tighter controls over customer discretionary spending; and foreign currency rate fluctuations.

reworded Net cash provided by operating activities as a percent of net income

FY2024 10-K
Removed
Filed Jun 20, 2024

-21% (8,695 ) Free cash flow $ 11,807 39% $ 8,470 Net income $ 10,467 $ 8,503 Net cash provided by operating activities as a percent of net income

FY2025 10-K
Added
Filed Jun 18, 2025

209% (6,866 ) Free cash flow $ (394 ) * $ 11,807 Net income $ 12,443 $ 10,467 Net cash provided by operating activities as a percent of net income

reworded Contractual Obligations: Our largest contractual obligations as of May 31, 2025 consisted of:

FY2024 10-K
Removed
Filed Jun 20, 2024

Contractual Obligations: Our largest contractual obligations as of May 31, 2024 consisted of: •principal payments related to our senior notes and other borrowings that were included in our consolidated balance sheet and the related periodic interest payments; •routine tax payments including those that are payable pursuant to the transition tax under the U.S. Tax Cuts and Jobs Act of 2017 that were included in our consolidated balance sheet; •operating lease liabilities that were included in our consolidated balance sheet;

FY2025 10-K
Added
Filed Jun 18, 2025

Contractual Obligations: Our largest contractual obligations as of May 31, 2025 consisted of: •principal payments related to our senior notes and other borrowings that were included in our consolidated balance sheet and the related periodic interest payments; •routine tax payments including those that are payable pursuant to the transition tax under the U.S. Tax Cuts and Jobs Act of 2017 that were included in our consolidated balance sheet; •lease liabilities that were included in our consolidated balance sheet;

reworded •other contractual commitments associated with agreements that are enforceable and legally binding.

FY2024 10-K
Removed
Filed Jun 20, 2024

•operating lease commitments that have not yet commenced and were not included in our consolidated balance sheet; and •other contractual commitments associated with agreements that are enforceable and legally binding. In addition, as of May 31, 2024, we had $11.0 billion of gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities, although we believe it is reasonably possible that certain of these liabilities could be settled or released during fiscal 2025. We are involved in claims and legal proceedings, which are inherently uncertain with respect to outcomes, estimates and assumptions that we make as of each reporting period, are inherently unpredictable, and many aspects are out of our control. Notes 7, 10, 13 and 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report include additional information regarding our most material contractual obligations and contingencies. We believe that our current cash, cash equivalents and marketable securities balances, cash generated from operations, and our borrowing arrangements will be sufficient to meet our working capital, capital expenditures and contractual obligations requirements. In addition, we believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash equivalents and marketable securities, cash generated from operations, additional borrowings or from the issuance of additional securities. 55

FY2025 10-K
Added
Filed Jun 18, 2025

•lease commitments that have not yet commenced and were not included in our consolidated balance sheet; and •other contractual commitments associated with agreements that are enforceable and legally binding. In addition, as of May 31, 2025, we had $12.0 billion of gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities, although we believe it is reasonably possible that certain of these liabilities could be settled or released during fiscal 2026. We are involved in claims and legal proceedings, which are inherently uncertain with respect to outcomes, estimates and assumptions that we make as of each reporting period, are inherently unpredictable, and many aspects are out of our control. Notes 6, 9, 12 and 15 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report include additional information regarding our most material contractual obligations and contingencies. We believe that our current cash, cash equivalents and marketable securities balances, cash generated from operations and our borrowing arrangements will be sufficient to meet our working capital, capital expenditures and contractual obligations requirements. In addition, we believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash equivalents and marketable securities, cash generated from operations, additional borrowings or from the issuance of additional securities.

reworded Stock-Based Awards

FY2024 10-K
Removed
Filed Jun 20, 2024

Stock-Based Awards Our stock-based compensation program is a key component of the compensation package we provide to attract and retain certain of our talented employees and align their interests with the interests of existing stockholders. We recognize that stock-based awards dilute existing stockholders and have sought to control the number of stock-based awards granted while providing competitive compensation packages. Consistent with these dual goals, our cumulative potential dilution since June 1, 2021 has been an annualized rate of 2.1% per year. The potential dilution percentage is calculated as the average annualized new stock-based awards granted and assumed, net of stock-based awards forfeited by employees leaving the company, divided by the weighted-average outstanding shares during the calculation period. This maximum potential dilution will only result if all stock-based awards vest and, if applicable, are exercised. Of the outstanding stock options as of May 31, 2024, which generally have a ten-year exercise period, all have exercise prices lower than the market price of our common stock on such date. In recent years, our stock repurchase program has substantially offset the dilutive effect of our stock-based compensation program. However, we may modify the levels of our stock repurchases in the future depending on a number of factors, including the amount of cash we have available for acquisitions, to pay dividends, to repay or repurchase indebtedness or for other purposes. As of May 31, 2024, the maximum potential dilution from all outstanding stock-based awards, regardless of when granted and regardless of whether vested or unvested, was 6.9%. During fiscal 2024, the Compensation Committee reviewed and approved the annual organization-wide stock-based award grants to selected employees; all stock-based award grants to senior officers; and any individual grant of RSUs with a value of $5 million or greater. Each member of a separate executive officer committee, referred to as the Plan Committee, was allocated a fiscal 2024 equity budget that could be used throughout the fiscal year to grant equity subject to certain limitations established by the Compensation Committee.

FY2025 10-K
Added
Filed Jun 18, 2025

Stock-Based Awards Our stock-based compensation program is a key component of the compensation package we provide to attract and retain certain of our talented employees and align their interests with the interests of existing stockholders. We recognize that stock-based awards dilute existing stockholders and have sought to control the number of stock-based awards granted while providing competitive compensation packages. Consistent with these dual goals, our cumulative potential dilution since June 1, 2022 has been an annualized rate of 1.7% per year. The potential dilution percentage is calculated as the average annualized new stock-based awards granted and assumed, net of 54 stock-based awards forfeited by employees leaving the company, divided by the weighted-average outstanding shares during the calculation period. This maximum potential dilution will only result if all stock-based awards vest and, if applicable, are exercised. Of the outstanding stock options as of May 31, 2025, which generally have a ten-year exercise period, all have exercise prices lower than the market price of our common stock on such date. In recent years, our stock repurchase program has partially offset the dilutive effect of our stock-based compensation program. However, we may modify the levels of our stock repurchases in the future depending on a number of factors, including the amount of cash we have available for acquisitions, to pay dividends, to repay or repurchase indebtedness or for other purposes. As of May 31, 2025, the maximum potential dilution from all outstanding stock-based awards, regardless of when granted and regardless of whether vested or unvested, was 5.6%. During fiscal 2025, the Compensation Committee reviewed and approved the annual organization-wide stock-based award grants to selected employees; all stock-based award grants to senior officers; and any individual grant of RSUs with a value of $5 million or greater. Each member of a separate executive officer committee, referred to as the Plan Committee, was allocated a fiscal 2025 equity budget that could be used throughout the fiscal year to grant equity subject to certain limitations established by the Compensation Committee.

reworded Stock-based awards outstanding as of May 31, 2022

FY2024 10-K
Removed
Filed Jun 20, 2024

Stock-based awards activity from June 1, 2021 through May 31, 2024 is summarized as follows (shares in millions): Stock-based awards outstanding as of May 31, 2021

FY2025 10-K
Added
Filed Jun 18, 2025

Stock-based awards activity from June 1, 2022 through May 31, 2025 is summarized as follows (shares in millions): Stock-based awards outstanding as of May 31, 2022

reworded Forfeitures, cancellations and other, net

FY2024 10-K
Removed
Filed Jun 20, 2024

217 Stock-based awards granted and assumed 195 Stock-based awards vested and issued and, if applicable, exercised (195 ) Forfeitures, cancellations and other, net

FY2025 10-K
Added
Filed Jun 18, 2025

225 Stock-based awards granted and assumed 168 Stock-based awards vested and issued and, if applicable, exercised (209 ) Forfeitures, cancellations and other, net

reworded Annualized stock-based awards granted and assumed, net of forfeitures and cancellations

FY2024 10-K
Removed
Filed Jun 20, 2024

(28 ) Stock-based awards outstanding as of May 31, 2024 189 Annualized stock-based awards granted and assumed, net of forfeitures and cancellations 56

FY2025 10-K
Added
Filed Jun 18, 2025

(26 ) Stock-based awards outstanding as of May 31, 2025 158 Annualized stock-based awards granted and assumed, net of forfeitures and cancellations 48

reworded Basic weighted-average shares outstanding from June 1, 2022 through May 31, 2025

FY2024 10-K
Removed
Filed Jun 20, 2024

Annualized stock repurchases (71 ) Shares outstanding as of May 31, 2024 2,755 Basic weighted-average shares outstanding from June 1, 2021 through May 31, 2024

FY2025 10-K
Added
Filed Jun 18, 2025

Annualized stock repurchases (11 ) Shares outstanding as of May 31, 2025 2,807 Basic weighted-average shares outstanding from June 1, 2022 through May 31, 2025

reworded 5.6%

FY2024 10-K
Removed
Filed Jun 20, 2024

2,713 Stock-based awards outstanding as a percent of shares outstanding as of May 31, 2024 6.9% Total in the money stock-based awards outstanding (based on the closing price of our common stock on the last trading day of fiscal 2024) as a percent of shares outstanding as of May 31, 2024

FY2025 10-K
Added
Filed Jun 18, 2025

2,743 Stock-based awards outstanding as a percent of shares outstanding as of May 31, 2025 5.6% Total in the money stock-based awards outstanding (based on the closing price of our common stock on the last trading day of fiscal 2025) as a percent of shares outstanding as of May 31, 2025

reworded 5.6%

FY2024 10-K
Removed
Filed Jun 20, 2024

6.9% Annualized stock-based awards granted and assumed, net of forfeitures and cancellations and before stock repurchases, as a percent of weighted-average shares outstanding from June 1, 2021 through May 31, 2024

FY2025 10-K
Added
Filed Jun 18, 2025

5.6% Annualized stock-based awards granted and assumed, net of forfeitures and cancellations and before stock repurchases, as a percent of weighted-average shares outstanding from June 1, 2022 through May 31, 2025

reworded Recent Accounting Pronouncements

FY2024 10-K
Removed
Filed Jun 20, 2024

-0.6% Recent Accounting Pronouncements For information with respect to recent accounting pronouncements, and the impact of these pronouncements on our consolidated financial statements, see Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

FY2025 10-K
Added
Filed Jun 18, 2025

1.3% Recent Accounting Pronouncements For information with respect to recent accounting pronouncements, and the impact of these pronouncements on our consolidated financial statements, see Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

  FY2023 → FY2024 Text Diffs 

Side-by-side against the previous Management Discussions.

escalated •continued demand for our cloud license and on-premise license and license support offerings.

FY2023 10-K
Removed
Filed Jun 20, 2023

•continued demand for our cloud license and on-premise license offerings. We believe these factors should contribute to future growth in our cloud and license business' total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and license products and services. Our cloud and license business' margin has historically trended upward over the course of the four quarters within a particular fiscal year due to the historical upward trend of our cloud and license business' revenues over those quarterly periods and because the majority of our costs for this business are generally fixed in the short term. The historical upward trend of our cloud and license business' revenues over the course of the four quarters within a particular fiscal year is primarily due to the addition of new cloud services and license support contracts to the customer contract base that we generally recognize as revenues ratably or based upon customer usage over the respective contractual terms and the renewal of existing customers' cloud services and license support contracts over the course of each fiscal year that we generally recognize as revenues in a similar manner; and the historical

FY2024 10-K
Added
Filed Jun 20, 2024

•continued demand for our cloud license and on-premise license and license support offerings. We believe these factors should contribute to future growth in our cloud and license business' total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and license products and services. Our cloud and license business' margin has historically trended upward over the course of the four quarters within a particular fiscal year due to the historical upward trend of our cloud and license business' revenues over those quarterly periods and because the majority of our costs for this business are generally fixed in the short term. The historical upward trend of our cloud and license business' revenues over the course of the four quarters within a particular fiscal year is primarily due to the addition of new cloud services and license support contracts to the customer contract base that we generally recognize as revenues ratably or based upon customer usage over the respective contractual terms and the renewal of existing customers' cloud services and license support contracts over the course of each fiscal year that we generally recognize as revenues in a similar manner; and the historical upward trend of our cloud license and on-premise license revenues, which we generally recognize at a point in time upon delivery; in each case over those four fiscal quarterly periods.

escalated Contractual Obligations: Our largest contractual obligations as of May 31, 2024 consisted of:

FY2023 10-K
Removed
Filed Jun 20, 2023

Contractual Obligations: Our largest contractual obligations as of May 31, 2023 consisted of: •principal payments related to our senior notes and other borrowings that are included in our consolidated balance sheet and the related periodic interest payments; •routine tax payments including those that are payable pursuant to the transition tax under the U.S. Tax Cuts and Jobs Act of 2017 that are included in our consolidated balance sheet;

FY2024 10-K
Added
Filed Jun 20, 2024

Contractual Obligations: Our largest contractual obligations as of May 31, 2024 consisted of: •principal payments related to our senior notes and other borrowings that were included in our consolidated balance sheet and the related periodic interest payments; •routine tax payments including those that are payable pursuant to the transition tax under the U.S. Tax Cuts and Jobs Act of 2017 that were included in our consolidated balance sheet; •operating lease liabilities that were included in our consolidated balance sheet;

de-emphasised Business Combinations

FY2023 10-K
Removed
Filed Jun 20, 2023

Business Combinations We apply the provisions of ASC 805, Business Combinations (ASC 805), in accounting for our acquisitions. ASC 805 requires that we evaluate whether a transaction pertains to an acquisition of assets, or to an acquisition of a business. A business is defined as an integrated set of assets and activities that is capable of being conducted and managed for the purpose of providing a return to investors. Asset acquisitions are accounted for by allocating the cost of the acquisition to the individual assets and liabilities assumed on a relative fair value basis; whereas the acquisition of a business requires us to recognize separately from goodwill the assets acquired and the liabilities assumed at the acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While we use our best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date as well as any contingent consideration, where applicable, our estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the business acquisition date, we record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of a business acquisition's measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to our consolidated statements of operations. Accounting for business combinations requires our management to make significant estimates and assumptions, especially at the acquisition date, including our estimates for intangible assets, pre-acquisition contingencies and any contingent consideration, where applicable. Although we believe that the assumptions and estimates we have made in the past have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired companies and are inherently uncertain. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results. For a given business acquisition, we may identify certain pre-acquisition contingencies as of the acquisition date and may extend our review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether we include these contingencies as a part of the fair value estimates of assets acquired and liabilities assumed and, if so, to determine their estimated amounts. If we cannot reasonably determine the fair value of a non-income tax related pre-acquisition contingency by the end of the measurement period, which is generally the case given the nature of such matters, we will recognize an asset or a liability for such pre-acquisition contingency if: (1) it is probable that an asset existed or a liability had been incurred at the acquisition date and (2) the amount of the asset or liability can be reasonably estimated. Subsequent 39 to the measurement period or final determination of the net asset values for the business combination, whichever comes first, changes in our estimates of such contingencies will affect earnings and could have a material effect on our results of operations and financial position. In addition, uncertain tax positions and tax related valuation allowances assumed in a business combination are initially estimated as of the acquisition date. We reevaluate these items quarterly based upon facts and circumstances that existed as of the acquisition date with any adjustments to our preliminary estimates being recorded to goodwill if identified within the measurement period. Subsequent to the measurement period or our final determination of the tax allowance's or contingency's estimated value, whichever comes first, changes to these uncertain tax positions and tax related valuation allowances will affect our provision for income taxes in our consolidated statement of operations and could have a material impact on our results of operations and financial position.

FY2024 10-K
Added
Filed Jun 20, 2024

Business Combinations In accordance with the provisions of Accounting Standards Codification (ASC) 805, Business Combinations, we use our best estimates and assumptions, which are inherently uncertain and subject to refinement, to recognize and measure assets acquired and liabilities assumed, including intangible assets and pre-acquisition contingencies, at the acquisition date as well as any contingent consideration, where applicable. Although we believe that the assumptions and estimates we have made in the past have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired companies and are inherently uncertain. Unanticipated events and circumstances may occur that may affect the accuracy or validity of such assumptions, estimates or actual results. As a result, during the measurement period, which may be up to one year from the business acquisition date, we record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of a business acquisition's measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to our consolidated statements of operations. 42 For a given business acquisition, we may identify certain pre-acquisition contingencies as of the acquisition date and may extend our review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether we include these contingencies as a part of the fair value estimates of assets acquired and liabilities assumed and, if so, to determine their estimated amounts. If we cannot reasonably determine the fair value of a non-income tax related pre-acquisition contingency by the end of the measurement period, which is generally the case given the nature of such matters, we will recognize an asset or a liability for such pre-acquisition contingency if: (1) it is probable that an asset existed or a liability had been incurred at the acquisition date and (2) the amount of the asset or liability can be reasonably estimated. Subsequent to the measurement period or final determination of the net asset values for the business combination, whichever comes first, changes in our estimates of such contingencies will affect earnings and could have a material effect on our results of operations and financial position. In addition, uncertain tax positions and tax related valuation allowances assumed in a business combination are initially estimated as of the acquisition date. We reevaluate these items quarterly based upon facts and circumstances that existed as of the acquisition date with any adjustments to our preliminary estimates being recorded to goodwill if identified within the measurement period. Subsequent to the measurement period or our final determination of the tax allowance's or contingency's estimated value, whichever comes first, changes to these uncertain tax positions and tax related valuation allowances will affect our provision for income taxes in our consolidated statement of operations and could have a material impact on our results of operations and financial position.

de-emphasised 6,890

FY2023 10-K
Removed
Filed Jun 20, 2023

9,837 (2)Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments including certain adjustments after the measurement period has ended and certain other operating items, net. For fiscal 2022, acquisition related and other expenses also included certain litigation related charges. We consider the litigation related charges that are included in this line item to be outside our ordinary course of business based on the following considerations: (i) the unprecedented nature of the litigation related charges including the nature and size of the damages awarded; (ii) the dissimilarity of this litigation and related charges to recurring litigation of which we are a party in our normal business course for which any and all such charges are included in our GAAP operating results and are not separately quantified and disclosed within this line item or any other line in the table presented above; (iii) the complexity of the case; (iv) the counterparty involved; and (v) our expectation that litigation related charges of this nature will not recur in future periods; among other factors. (3)Restructuring expenses during fiscal 2023 and 2022 primarily related to employee severance in connection with our Fiscal 2022 Oracle Restructuring Plan (2022 Restructuring Plan). Additional information regarding certain of our restructuring plans is provided in management's discussion below under "Restructuring Expenses," and in Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

FY2024 10-K
Added
Filed Jun 20, 2024

6,890 (2)Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments including certain adjustments after the measurement period has ended and certain other operating items, net. (3)Restructuring expenses in fiscal 2024 primarily related to employee severance in connection with the Fiscal 2024 Oracle Restructuring Plan (2024 Restructuring Plan). Restructuring expenses in fiscal 2023 primarily related to employee severance in connection with the Fiscal 2022 Oracle Restructuring Plan (2022 Restructuring Plan). Additional information regarding certain of our restructuring plans is provided in management's discussion below under "Restructuring Expenses," and in Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. 46

de-emphasised 12%

FY2023 10-K
Removed
Filed Jun 20, 2023

1,104 66% 72% $ 666 Total Margin % 20% 21% % Revenues by Geography: Americas 66% 48% EMEA 22% 32% Asia Pacific 12% 20% (1)Excludes stock-based compensation and certain allocations. Also excludes certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Excluding the effects of currency rate fluctuations, our total services revenues increased in fiscal 2023 relative to fiscal 2022 due to revenue contributions from our Cerner acquisition and revenue increases in each of our primary services offerings. In reported currency, Cerner contributed $2.2 billion to our services business' revenues during fiscal 2023. In constant currency, the Americas, the EMEA and the Asia Pacific regions contributed 86%, 11% and 3%, respectively, to the revenue growth for this business during fiscal 2023. In constant currency, total services expenses increased in fiscal 2023 compared to fiscal 2022 primarily due to additional operating expenses due to our acquisition of Cerner and other higher employee related expenses due to higher headcount. In constant currency, our services business' total margin increased in fiscal 2023 relative to fiscal 2022 due to higher total revenues for this business. In constant currency, total margin as a percentage of revenues decreased in fiscal 2023 relative to fiscal 2022 due to expenses growth. Research and Development Expenses: Research and development expenses consist primarily of personnel related expenditures. We intend to continue to invest significantly in our research and development efforts because, in our judgment, they are essential to maintaining our competitive position. Year Ended May 31,

FY2024 10-K
Added
Filed Jun 20, 2024

916 -17% -17% $ 1,104 Total Margin % 17% 20% % Revenues by Geography: Americas 63% 66% EMEA 25% 22% Asia Pacific 12% 12% (1)Excludes stock-based compensation and certain allocations. Also excludes certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Excluding the effects of currency rate fluctuations, our total services revenues decreased in fiscal 2024 relative to fiscal 2023 due to a decrease in revenues in each of our primary services offerings. The constant currency decrease in services revenues in the Americas region was partially offset by constant currency increases in services revenues in the EMEA and the Asia Pacific regions in fiscal 2024.

de-emphasised (1)Excluding stock-based compensation

FY2023 10-K
Removed
Filed Jun 20, 2023

363 48% 48% 245 Total expenses $ 1,579 20% 23% $ 1,317 % of Total Revenues 3% 3% (1)Excluding stock-based compensation Excluding the effects of foreign currency rate fluctuations, total general and administrative expenses increased in fiscal 2023 relative to fiscal 2022 primarily due to additional operating expenses due to our acquisition of Cerner and higher stock-based compensation expenses. In addition, an allocation of gains from operating asset sales during fiscal 2022 decreased our expenses during that period, with no comparable transaction in fiscal 2023. Amortization of Intangible Assets: Substantially all of our intangible assets were acquired through our business combinations. We amortize our intangible assets over, and monitor the appropriateness of, the estimated useful lives of these assets. We also periodically review these intangible assets for potential impairment based upon relevant facts and circumstances. Refer to Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information regarding our intangible assets and related amortization. Year Ended May 31,

FY2024 10-K
Added
Filed Jun 20, 2024

367 1% 1% 363 Total expenses $ 1,548 -2% -2% $ 1,579 % of Total Revenues 3% 3% (1)Excluding stock-based compensation Excluding the effects of currency rate fluctuations, our total general and administrative expenses decreased in fiscal 2024 relative to fiscal 2023 primarily due to lower professional fees, partially offset by higher stock-based compensation expenses. Amortization of Intangible Assets: Substantially all of our intangible assets were acquired through our business combinations. We amortize our intangible assets over, and monitor the appropriateness of, the estimated useful lives of these assets. We also periodically review these intangible assets for potential impairment based upon relevant facts and circumstances. Refer to Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information regarding our intangible assets and related amortization. Year Ended May 31,

de-emphasised 3,582

FY2023 10-K
Removed
Filed Jun 20, 2023

3,582 212% 212% $ 1,150 * Not meaningful Amortization of intangible assets increased in fiscal 2023 relative to fiscal 2022 due to additional amortization from intangible assets that we acquired in recent periods, primarily from our acquisition of Cerner, partially offset by a reduction in expenses associated with certain of our intangible assets that became fully amortized. Acquisition Related and Other Expenses: Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net. Year Ended May 31,

FY2024 10-K
Added
Filed Jun 20, 2024

Total amortization of intangible assets $ 3,010 -16% -16% $ 3,582 Amortization of intangible assets decreased in fiscal 2024 relative to fiscal 2023 due to a reduction in expenses associated with certain of our intangible assets that became fully amortized. Acquisition Related and Other Expenses: Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net. Year Ended May 31,

de-emphasised Not meaningful

FY2023 10-K
Removed
Filed Jun 20, 2023

190 -96% -96% $ 4,713 49 Excluding the effects of foreign currency rate fluctuations, acquisition related and other expenses decreased in fiscal 2023 relative to fiscal 2022 primarily due to the absence of $4.7 billion of litigation related charges recorded to acquisition related and other expenses during fiscal 2022 that we generally do not expect to recur, partially offset by higher transitional employee related costs related to our acquisition of Cerner and certain facilities-related right-of-use assets that were abandoned in connection with plans to improve our cost structure and operations in fiscal 2023. Restructuring Expenses: Restructuring expenses resulted from the execution of management approved restructuring plans that were generally developed to improve our cost structure and/or operations, often in conjunction with our acquisition integration strategies and/or other strategic initiatives. Restructuring expenses consist of employee severance costs, contract termination costs and certain other exit costs to improve our cost structure prospectively. For additional information regarding our restructuring plans, see Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Year Ended May 31,

FY2024 10-K
Added
Filed Jun 20, 2024

314 65% 64% $ 190 * Not meaningful On a constant currency basis, acquisition related and other expenses increased in fiscal 2024 relative to fiscal 2023 due to higher other expenses primarily related to certain asset impairment charges and certain litigation related charges, partially offset by lower transitional and other employee related costs and lower expenses for business combination adjustments. 51 Restructuring Expenses: Restructuring expenses resulted from the execution of management-approved restructuring plans that were generally developed to improve our cost structure and/or operations, often in conjunction with our acquisition integration strategies and/or other strategic initiatives. Restructuring expenses consist of employee severance costs, contract termination costs and certain other exit costs to improve our cost structure prospectively. For additional information regarding our restructuring plans, see Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Year Ended May 31,

de-emphasised (2,086

FY2023 10-K
Removed
Filed Jun 20, 2023

Liquidity and Capital Resources As of May 31, (Dollars in millions) 2023 Change 2022 Working capital $ (2,086 ) * $ 12,122 Cash, cash equivalents and marketable securities $

FY2024 10-K
Added
Filed Jun 20, 2024

Liquidity and Capital Resources As of May 31, (Dollars in millions) 2024 Change 2023 Working capital $ (8,990 ) 331% $ (2,086 )

de-emphasised Acquisitions

FY2023 10-K
Removed
Filed Jun 20, 2023

Acquisitions Our selective and active acquisition program is another important element of our corporate strategy. Historically, we have invested billions of dollars to acquire a number of complementary companies, products, services and technologies. We acquired certain companies and technologies during fiscal 2023 and 2022, including Cerner in fiscal 2023. Refer to Note 2 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information related to our acquisition of Cerner and our other recent acquisitions. As compelling opportunities become available, we may acquire companies, products, services and technologies in furtherance of our corporate strategy. We believe that we can fund our future acquisitions with our internally available cash, cash equivalents and marketable securities balances, cash generated from operations, additional borrowings or from the issuance of additional securities. We estimate the financial impact of any potential acquisition with regard to earnings, operating margin, cash flows and return on invested capital targets, among others, before deciding to move forward with an acquisition.

FY2024 10-K
Added
Filed Jun 20, 2024

Acquisitions Our selective and active acquisition program is another important element of our corporate strategy. Historically, we have invested billions of dollars to acquire a number of complementary companies, products, services and technologies. We acquired certain companies and technologies during fiscal 2024 and 2023, including Cerner in fiscal 2023. Refer to Note 2 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information related to our acquisition of Cerner and our other recent acquisitions. As compelling 41

reworded Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

FY2023 10-K
Removed
Filed Jun 20, 2023

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations We begin Management's Discussion and Analysis of Financial Condition and Results of Operations with an overview of our businesses and significant trends. This overview is followed by a summary of our critical accounting policies and estimates that we believe are important to understanding the assumptions and judgments incorporated in our reported financial results. We then provide a more detailed analysis of our results of operations and financial condition for fiscal 2023 compared to fiscal 2022. A discussion regarding our financial condition and results of operations for fiscal 2022 compared to fiscal 2021 can be found in Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended May 31, 2022, as filed with the SEC on June 21, 2022, which is available free of charge on the SEC's website at www.sec.gov and on our Investor Relations website at www.oracle.com/investor.

FY2024 10-K
Added
Filed Jun 20, 2024

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations We begin Management's Discussion and Analysis of Financial Condition and Results of Operations with an overview of our businesses and significant trends. This overview is followed by a summary of our critical accounting estimates that we believe are important to understanding significant assumptions and judgments incorporated in our reported financial results. We then provide a more detailed analysis of our results of operations and financial condition for fiscal 2024 compared to fiscal 2023. A discussion regarding our financial condition and results of operations for fiscal 2023 compared to fiscal 2022 can be found in Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended May 31, 2023, as filed with the SEC on June 20, 2023, which is available free of charge on the SEC's website at www.sec.gov and on our Investor Relations website at www.oracle.com/investor.

reworded Constant Currency Presentation

FY2023 10-K
Removed
Filed Jun 20, 2023

During fiscal 2022, we remitted and recorded $4.7 billion for certain litigation related items that we do not expect to recur in future periods. Constant Currency Presentation Our international operations have provided and are expected to continue to provide a significant portion of each of our businesses' revenues and expenses. As a result, each of our businesses' revenues and expenses and our total revenues and expenses will continue to be affected by changes in the U.S. Dollar against major international currencies. In order to provide a framework for assessing how our underlying businesses performed, excluding the effects of foreign currency rate fluctuations, we compare the percent change in the results from one period to another period in this Annual Report using constant currency disclosure. To present this information, current and comparative prior period results for entities reporting in currencies other than U.S. Dollars are converted into U.S. Dollars at constant exchange rates (i.e., the rates in effect on May 31, 2022, which was the last day of our prior fiscal year) rather than the actual exchange rates in effect during the respective periods. For example, if an entity reporting in Euros had revenues of 1.0 million Euros from products sold on May 31, 2023 and 2022, our financial statements would reflect reported revenues of $1.08 million in fiscal 2023 (using 1.08 as the month-end average exchange rate for the period) and $1.07 million in fiscal 2022 (using 1.07 as the month-end average exchange rate for the period). 42 The constant currency presentation, however, would translate the fiscal 2023 results using the fiscal 2022 exchange rate and indicate, in this example, no change in revenues during the period. In each of the tables below, we present the percent change based on actual, unrounded results in reported currency and in constant currency.

FY2024 10-K
Added
Filed Jun 20, 2024

Constant Currency Presentation Our international operations have provided, and are expected to continue to provide, a significant portion of each of our businesses' revenues and expenses. As a result, each of our businesses' revenues and expenses and our total revenues and expenses will continue to be affected by changes in the U.S. Dollar against major international currencies. In order to provide a framework for assessing how our underlying businesses performed, excluding the effects of foreign currency rate fluctuations, we compare the percent change in the results from one period to another period in this Annual Report using constant currency. To present this information, current and comparative prior period results for entities reporting in currencies other than U.S. Dollars are converted into U.S. Dollars at constant exchange rates (i.e., the rates in effect on May 31, 2023, which was the last day of our prior fiscal year) rather than the actual exchange rates in effect during the respective periods. For example, if an entity reporting in Euros had revenues of 1.0 million Euros from products sold on May 31, 2024 and 2023, our financial statements would reflect reported revenues of $1.09 million in fiscal 2024 (using 1.09 as the applicable average exchange rate for the period) and $1.08 million in fiscal 2023 (using 1.08 as the applicable average exchange rate for the period). The constant currency presentation, however, would translate the fiscal 2024 results using the fiscal 2023 exchange rate and indicate, in this example, no change in revenues between the periods compared. In each of the tables below, we present the percent change based on actual, unrounded results in reported currency and in constant currency.

reworded Total Revenues by Geography:

FY2023 10-K
Removed
Filed Jun 20, 2023

Total Revenues and Operating Expenses Year Ended May 31, Percent Change (Dollars in millions) 2023 Actual Constant 2022 Total Revenues by Geography:

FY2024 10-K
Added
Filed Jun 20, 2024

Total Revenues and Operating Expenses Year Ended May 31, Percent Change (Dollars in millions) 2024 Actual Constant 2023 Total Revenues by Geography:

reworded Cloud and License Business

FY2023 10-K
Removed
Filed Jun 20, 2023

Cloud and License Business Our cloud and license business, which represented 83% and 85% of our total revenues in fiscal 2023 and 2022, respectively, markets, sells and delivers a broad spectrum of enterprise applications and infrastructure technologies through our cloud and license offerings. Revenue streams included in our cloud and license business are:

FY2024 10-K
Added
Filed Jun 20, 2024

Cloud and License Business Our cloud and license business, which represented 84% and 83% of our total revenues in fiscal 2024 and 2023, respectively, markets, sells and delivers a broad spectrum of enterprise applications and infrastructure technologies through our cloud and license offerings. Revenue streams included in our cloud and license business are:

reworded Total Operating Margin %

FY2023 10-K
Removed
Filed Jun 20, 2023

18% 22% 42,440 Total Operating Expenses 36,861 17% 19% 31,514 Total Operating Margin $ 13,093 20% 28% $ 10,926 Total Operating Margin %

FY2024 10-K
Added
Filed Jun 20, 2024

49,954 Total Operating Expenses 37,608 2% 2% 36,861 Total Operating Margin $ 15,353 17% 16% $ 13,093 Total Operating Margin %

reworded Cloud and license

FY2023 10-K
Removed
Filed Jun 20, 2023

26% 26% % Revenues by Geography: Americas 63% 56% EMEA 24% 28% Asia Pacific 13% 16% Total Revenues by Business: Cloud and license $

FY2024 10-K
Added
Filed Jun 20, 2024

29% 26% % Revenues by Geography: Americas 62% 63% EMEA 25% 24% Asia Pacific 13% 13% Total Revenues by Business: Cloud and license $

reworded Supplemental Disclosure Related to Certain Charges

FY2023 10-K
Removed
Filed Jun 20, 2023

Supplemental Disclosure Related to Certain Charges To supplement our consolidated financial information, we believe that the following information is helpful to an overall understanding of our past financial performance and prospects for the future. Our operating results reported pursuant to GAAP included the following business combination accounting adjustments and expenses related to acquisitions and certain other expense and income items that affected our GAAP net income: Year Ended May 31,

FY2024 10-K
Added
Filed Jun 20, 2024

Supplemental Disclosure Related to Certain Charges To supplement our consolidated financial information, we believe that the following information is helpful to an overall understanding of our past financial performance and prospects for the future. Our operating results reported pursuant to GAAP included the following business combination accounting adjustments and expenses related to acquisitions and certain other expenses, including stock-based compensation, that affected our GAAP net income: Year Ended May 31,

reworded Restructuring(3)

FY2023 10-K
Removed
Filed Jun 20, 2023

(in millions) 2023 2022 Amortization of intangible assets(1) $ 3,582 $ 1,150 Acquisition related and other(2) 190 4,713 Restructuring(3)

FY2024 10-K
Added
Filed Jun 20, 2024

(in millions) 2024 2023 Amortization of intangible assets(1) $ 3,010 $ 3,582 Acquisition related and other(2) 314 190 Restructuring(3)

reworded Income tax effects(5)

FY2023 10-K
Removed
Filed Jun 20, 2023

490 191 Stock-based compensation, operating segments(4) 1,201 735 Stock-based compensation, R&D and G&A(4) 2,346 1,878 Income tax effects(5)

FY2024 10-K
Added
Filed Jun 20, 2024

404 490 Stock-based compensation, operating segments(4) 1,382 1,201 Stock-based compensation, R&D and G&A(4) 2,592 2,346 Income tax effects(5)

reworded 5,673

FY2023 10-K
Removed
Filed Jun 20, 2023

(2,136 ) (1,723 ) $ 5,673 $ 6,944 (1)Represents the amortization of intangible assets, substantially all of which were acquired in connection with our acquisitions. As of May 31, 2023, estimated future amortization related to intangible assets was as follows (in millions):

FY2024 10-K
Added
Filed Jun 20, 2024

(2,459 ) (2,136 ) $ 5,243 $ 5,673 (1)Represents the amortization of intangible assets, substantially all of which were acquired in connection with our acquisitions. As of May 31, 2024, estimated future amortization related to intangible assets was as follows (in millions):

reworded Total intangible assets, net

FY2023 10-K
Removed
Filed Jun 20, 2023

Fiscal 2024 $ 2,994 Fiscal 2025 2,283 Fiscal 2026 1,620 Fiscal 2027 664 Fiscal 2028 635 Thereafter 1,641 Total intangible assets, net $

FY2024 10-K
Added
Filed Jun 20, 2024

Fiscal 2025 $ 2,303 Fiscal 2026 1,639 Fiscal 2027 672 Fiscal 2028 635 Fiscal 2029 561 Thereafter 1,080 Total intangible assets, net $

reworded •Cloud services and license support revenues, which include:

FY2023 10-K
Removed
Filed Jun 20, 2023

•Cloud services and license support revenues, which include: olicense support revenues, which are earned by providing Oracle license support services to customers that have elected to purchase support services in connection with the purchase of Oracle applications and infrastructure licenses for use in cloud, on-premise and other IT environments. Substantially all license support customers renew their support contracts with us upon expiration in order to continue to benefit from technical support services and the periodic issuance of unspecified updates and enhancements, which current license support customers are entitled to receive. License support contracts are generally priced as a percentage of the net fees paid by the customer to purchase a cloud license and/or on-premise license; are generally billed in advance of the support services being performed; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period that the support services are provided, which is generally one year; and ocloud services revenues, which are earned by providing customers access to Oracle Cloud applications and infrastructure technologies via cloud-based deployment models that Oracle develops, provides unspecified updates and enhancements for, deploys, hosts, manages and supports and that customers access by entering into a subscription agreement with us for a stated period. Oracle Cloud Services arrangements are generally billed in advance of the cloud services being performed; generally have durations of one to three years; are generally renewed at the customer's option; and are generally

FY2024 10-K
Added
Filed Jun 20, 2024

•Cloud services and license support revenues, which include: ocloud services revenues, which are earned by providing customers access to Oracle Cloud applications and infrastructure technologies via cloud-based deployment models that Oracle develops, provides unspecified updates and enhancements for, deploys, hosts, manages and supports and that customers access by entering into a subscription agreement with us for a stated period. Oracle Cloud Services arrangements generally: are billed in advance of the cloud services being delivered; have durations of one to four years; are renewed at the customer's option; and are recognized as revenues ratably over the contractual period of the cloud contract or, in the case of usage model contracts, as the cloud services are consumed over time; and olicense support revenues, which are earned by providing Oracle license support services to customers that have elected to purchase support services in connection with the purchase of Oracle applications and infrastructure software licenses for use in cloud, on-premise and other IT environments. Substantially all license support customers renew their support contracts with us upon expiration in order to continue to benefit from technical support services and the periodic issuance of unspecified updates and enhancements, which current license support customers are entitled to receive. License support contracts are generally priced as a percentage of the net fees paid by the customer to purchase a cloud license and/or on-premise license; are generally billed in advance of the support services being performed; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period that the support services are provided, which is generally one year.

reworded Stock-based compensation, operating segments

FY2023 10-K
Removed
Filed Jun 20, 2023

2023 2022 Cloud services and license support $ 435 $ 205 Hardware 18 15 Services 137 67 Sales and marketing 611 448 Stock-based compensation, operating segments

FY2024 10-K
Added
Filed Jun 20, 2024

2024 2023 Cloud services and license support $ 525 $ 435 Hardware 23 18 Services 167 137 Sales and marketing 667 611 Stock-based compensation, operating segments

reworded 3,547

FY2023 10-K
Removed
Filed Jun 20, 2023

1,201 735 Research and development 1,983 1,633 General and administrative 363 245 Total stock-based compensation $ 3,547 $ 2,613 (5)For fiscal 2023 and 2022, the applicable jurisdictional tax rates applied to our income before income taxes after excluding the tax effects of items within the table above such as for stock-based compensation, amortization of intangible assets, restructuring, and certain acquisition related and other items, and after excluding the net deferred tax effects associated with a previously recorded income tax benefit that resulted from a partial 44 realignment of our legal entity structure resulted in an effective tax rate of 16.3%, instead of 6.8%, for fiscal 2023 and 16.3%, instead of 12.2%, for fiscal 2022, which in each case represented our effective tax rates as derived per our consolidated statement of operations.

FY2024 10-K
Added
Filed Jun 20, 2024

1,382 1,201 Research and development 2,225 1,983 General and administrative 367 363 Total stock-based compensation $ 3,974 $ 3,547 (5)For fiscal 2024 and 2023, the applicable jurisdictional tax rates applied to our income before income taxes after excluding the tax effects of items within the table above such as for stock-based compensation, amortization of intangible assets, restructuring, and certain acquisition related and other items, and after excluding the net deferred tax effects associated with a previously recorded income tax benefit that resulted from a partial realignment of our legal entity structure. These adjustments resulted in an effective tax rate of 19.2%, instead of 10.9%, for fiscal 2024 and 16.3%, instead of 6.8%, for fiscal 2023, which in each case represented our effective tax rates as derived per our consolidated statements of operations.

reworded Cloud and License Business

FY2023 10-K
Removed
Filed Jun 20, 2023

Cloud and License Business Our cloud and license business engages in the sale and marketing of our applications and infrastructure technologies that are delivered through various deployment models and include: Oracle license support offerings; Oracle Cloud Services offerings; and Oracle cloud license and on-premise license offerings. License support revenues are typically generated through the sale of applications and infrastructure license support contracts related to cloud licenses and on-premise licenses; are purchased by our customers at their option; and are generally recognized as revenues ratably over the contractual term, which is generally one year. Our cloud services deliver applications and infrastructure technologies on a subscription basis via cloud-based deployment models that we develop, provide unspecified updates and enhancements for, deploy, host, manage and support. Revenues for our cloud services are generally recognized over the contractual term, which is generally one to three years, or in the case of usage model contracts, as the cloud services are consumed. Cloud license and on-premise license revenues represent fees earned from granting customers licenses, generally on a perpetual basis, to use our database and middleware and our applications software products within cloud and on-premise IT environments and are generally recognized up front at the point in time when the software is made available to the customer to download and use. We continue to place significant emphasis, both domestically and internationally, on direct sales through our own sales force. We also continue to market certain of our offerings through indirect channels. Costs associated with our cloud and license business are included in cloud services and license support expenses, and sales and marketing expenses. These costs are largely personnel and infrastructure related including the cost of providing our cloud services and license support offerings, salaries and commissions earned by our sales force for the sale of our cloud and license offerings, and marketing program costs. Year Ended May 31,

FY2024 10-K
Added
Filed Jun 20, 2024

Cloud and License Business Our cloud and license business engages in the sale and marketing of our applications and infrastructure technologies that are delivered through various deployment models and include: Oracle Cloud Services offerings; Oracle cloud license and on-premise license offerings; and Oracle license support offerings. Our cloud services deliver applications and infrastructure technologies on a subscription basis via cloud-based deployment models that we develop, provide unspecified updates and enhancements for, deploy, host, manage and support. Revenues for our cloud services are generally recognized ratably over the contractual term, which is generally one to four years, or in the case of usage model contracts, as the cloud services are consumed. Cloud license and on-premise license revenues represent fees earned from granting customers licenses, generally on a perpetual basis, to use our database and middleware and our applications software products within cloud and on-premise IT environments and are generally recognized up front at the point in time when the software is made available to the customer to download and use. License support revenues are typically generated through the sale of applications and infrastructure software license support contracts related to cloud licenses and on-premise licenses; are purchased by our customers at their option; and are generally recognized as revenues ratably over the contractual term, which is generally one year. We continue to place significant emphasis, both domestically and internationally, on direct sales through our own sales force. We also continue to market certain of our offerings through indirect channels. Costs associated with our cloud and license business are included in cloud services and license support expenses and sales and marketing expenses. These costs are largely personnel and infrastructure related including the cost of providing our cloud services and license support offerings, salaries and commissions earned by our sales force for the sale of our cloud and license offerings and marketing program costs. 47 Year Ended May 31,

reworded Revenues by Offerings:

FY2023 10-K
Removed
Filed Jun 20, 2023

13% $ 24,083 Total Margin % 64% 67% % Revenues by Geography: Americas 63% 57% EMEA 24% 28% Asia Pacific 13% 15% Revenues by Offerings:

FY2024 10-K
Added
Filed Jun 20, 2024

26,126 Total Margin % 64% 64% % Revenues by Geography: Americas 64% 63% EMEA 24% 24% Asia Pacific 12% 13% Revenues by Offerings:

reworded -12%

FY2023 10-K
Removed
Filed Jun 20, 2023

Cloud services $ 15,881 47% 50% $ 10,809 License support 19,426 0% 4% 19,365 Cloud license and on-premise license 5,779 -2% 2%

FY2024 10-K
Added
Filed Jun 20, 2024

Cloud services $ 19,774 25% 24% $ 15,881 License support 19,609 1% 0% 19,426 Cloud license and on-premise license 5,081 -12%

reworded Applications cloud services and license support

FY2023 10-K
Removed
Filed Jun 20, 2023

5,878 Total revenues $ 41,086 14% 18% $ 36,052 Cloud Services and License Support Revenues by Ecosystem: Applications cloud services and license support $

FY2024 10-K
Added
Filed Jun 20, 2024

-12% 5,779 Total revenues $ 44,464 8% 8% $ 41,086 Cloud Services and License Support Revenues by Ecosystem: Applications cloud services and license support $

reworded Index to Financial Statements

FY2023 10-K
Removed
Filed Jun 20, 2023

Index to Financial Statements recognized as revenues ratably over the contractual period of the cloud contract or, in the case of usage model contracts, as the cloud services are consumed over time. •Cloud license and on-premise license revenues, which include revenues from the licensing of our software products including Oracle Applications, Oracle Database, Oracle Middleware and Java, among others, which our customers deploy within cloud-based, on-premise or other IT environments. Our cloud license and on-premise license transactions are generally perpetual in nature and are generally recognized as revenues up front at the point in time when the software is made available to the customer to download and use. Revenues from usage-based royalty arrangements for distinct cloud licenses and on-premise licenses are recognized at the point in time when the software end user usage occurs. The timing of a few large license transactions can substantially affect our quarterly license revenues due to the point-in-time nature of revenue recognition for license transactions, which is different than the typical revenue recognition pattern for our cloud services and license support revenues in which revenues are generally recognized ratably over the contractual terms. Cloud license and on-premise license customers have the option to purchase and renew license support contracts, as further described above. Providing choice and flexibility to our customers as to when and how they deploy Oracle applications and infrastructure technologies are important elements of our corporate strategy. In recent periods, customer demand for our applications and infrastructure technologies delivered through our Oracle Cloud Services has increased. To address customer demand and enable customer choice, we have introduced certain programs for customers to pivot their applications and infrastructure licenses and the related license support to the Oracle Cloud for new deployments and to migrate to and expand with the Oracle Cloud for their existing workloads. The proportion of our cloud services revenues relative to our total revenues has increased and we expect this trend to continue. Cloud services revenues represented 32%, 25% and 22% of our total revenues during fiscal 2023, 2022 and 2021, respectively. Our cloud and license business' revenue growth is affected by many factors, including the strength of general economic and business conditions; governmental budgetary constraints; the strategy for and competitive position of our offerings; customer satisfaction with our offerings; the continued renewal of our cloud services and license support customer contracts by the customer contract base; substantially all customers continuing to purchase license support contracts in connection with their license purchases; the pricing of license support contracts sold in connection with the sales of licenses; the pricing, amounts and volumes of licenses and cloud services sold; our ability to manage Oracle Cloud capacity requirements to meet existing and prospective customer demand; and foreign currency rate fluctuations.

FY2024 10-K
Added
Filed Jun 20, 2024

Index to Financial Statements •Cloud license and on-premise license revenues, which include revenues from the licensing of our software products including Oracle Applications, Oracle Database, Oracle Middleware and Java, among others, which our customers deploy within cloud-based, on-premise or other IT environments. Our cloud license and on-premise license transactions are generally perpetual in nature and are generally recognized as revenues up front at the point in time when the software is made available to the customer to download and use. Revenues from usage-based royalty arrangements for distinct cloud licenses and on-premise licenses are recognized at the point in time when the software end user usage occurs. The timing of a few large license transactions can substantially affect our quarterly license revenues due to the point-in-time nature of revenue recognition for license transactions, which is different than the typical revenue recognition pattern for our cloud services and license support revenues in which revenues are recognized over time. Cloud license and on-premise license customers have the option to purchase and renew license support contracts, as further described above. Providing choice and flexibility to our customers as to when and how they deploy Oracle applications and infrastructure technologies are important elements of our corporate strategy. In recent periods, customer demand for our applications and infrastructure technologies delivered through our Oracle Cloud Services has increased. To address customer demand and enable customer choice, we have certain programs for customers to pivot their applications and infrastructure software licenses and the related license support to the Oracle Cloud for new deployments and to migrate to and expand with the Oracle Cloud for their existing workloads. The proportion of our cloud services revenues relative to our total revenues has increased and we expect this trend to continue. Cloud services revenues represented 37%, 32% and 25% of our total revenues during fiscal 2024, 2023 and 2022, respectively. Our cloud and license business' revenue growth is affected by many factors, including the strength of general economic and business conditions; governmental budgetary constraints; the strategy for and competitive position of our offerings; customer satisfaction with our offerings; the continued renewal of our cloud services and license support customer contracts by the customer contract base; substantially all customers continuing to purchase license support contracts in connection with their license purchases; the pricing of license support contracts sold in connection with the sales of licenses; the pricing, amounts and volumes of licenses and cloud services sold; our ability to manage Oracle Cloud capacity requirements to meet existing and prospective customer demand; and foreign currency rate fluctuations.

reworded 921

FY2023 10-K
Removed
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 Hardware Revenues: Americas $ 1,702 9% 10% $ 1,558 EMEA 933

FY2024 10-K
Added
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Hardware Revenues: Americas $ 1,494 -12% -13% $ 1,702 EMEA 921

reworded 855

FY2023 10-K
Removed
Filed Jun 20, 2023

-2% 3% 949 Asia Pacific 639 -5% 3% 676 Total revenues 3,274 3% 6% 3,183 Expenses: Hardware products and support(1) 1,011 7%

FY2024 10-K
Added
Filed Jun 20, 2024

-1% -4% 933 Asia Pacific 651 2% 4% 639 Total revenues 3,066 -6% -7% 3,274 Expenses: Hardware products and support(1) 855

reworded 1,338

FY2023 10-K
Removed
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 Services Revenues: Americas $ 3,703 143% 143% $ 1,527 EMEA 1,246

FY2024 10-K
Added
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Services Revenues: Americas $ 3,432 -7% -8% $ 3,703 EMEA 1,338 7% 5%

reworded Total Margin

FY2023 10-K
Removed
Filed Jun 20, 2023

19% 28% 1,046 Asia Pacific 645 2% 12% 632 Total revenues 5,594 75% 81% 3,205 Total Expenses(1) 4,490 77% 84% 2,539 Total Margin $

FY2024 10-K
Added
Filed Jun 20, 2024

1,246 Asia Pacific 661 2% 6% 645 Total revenues 5,431 -3% -3% 5,594 Total Expenses(1) 4,515 1% 0% 4,490 Total Margin $

reworded •expected growth in our cloud services offerings; and

FY2023 10-K
Removed
Filed Jun 20, 2023

On a constant currency basis, we expect that our total cloud and license revenues generally will continue to increase due to: •expected growth in our cloud services and license support offerings; and

FY2024 10-K
Added
Filed Jun 20, 2024

On a constant currency basis, we expect that our total cloud and license revenues generally will continue to increase due to: •expected growth in our cloud services offerings; and

reworded Stock-based compensation

FY2023 10-K
Removed
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 General and administrative(1) $ 1,216 13% 17% $ 1,072 Stock-based compensation

FY2024 10-K
Added
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 General and administrative(1) $ 1,181 -3% -3% $ 1,216 Stock-based compensation

reworded Cloud services and license support agreements and related relationships

FY2023 10-K
Removed
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 Developed technology $ 792 67% 67% $ 475 Cloud services and license support agreements and related relationships

FY2024 10-K
Added
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Developed technology $ 676 -15% -15% $ 792 Cloud services and license support agreements and related relationships

reworded -76%

FY2023 10-K
Removed
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 Transitional and other employee related costs $ 77 721% 729% $ 10

FY2024 10-K
Added
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Transitional and other employee related costs $ 19 -76% -76% $ 77

reworded Total acquisition related and other expenses

FY2023 10-K
Removed
Filed Jun 20, 2023

Business combination adjustments, net 10 11% 12% 9 Other, net 103 -98% -98% 4,694 Total acquisition related and other expenses $

FY2024 10-K
Added
Filed Jun 20, 2024

Business combination adjustments, net (12 ) * * 10 Other, net 307 198% 196% 103 Total acquisition related and other expenses $

reworded 490

FY2023 10-K
Removed
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 Restructuring expenses $ 490 157% 151% $ 191 Restructuring expenses in fiscal 2023 and 2022 primarily related to our 2022 Restructuring Plan. Our management approved, committed to and initiated the 2022 Restructuring Plan in order to restructure and further improve efficiencies in our operations. We may incur additional restructuring expenses in future periods due to the initiation of new restructuring plans or from changes in estimated costs associated with existing restructuring plans. The majority of the initiatives undertaken by our 2022 Restructuring Plan were effected to implement our continued emphasis in developing, marketing, selling and delivering our cloud-based offerings. Certain of the cost savings realized pursuant to our 2022 Restructuring Plan initiatives were offset by investments in resources and geographies that better address the development, marketing, sale and delivery of our cloud-based offerings, including investments in the development and delivery of our second-generation cloud infrastructure.

FY2024 10-K
Added
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Restructuring expenses $ 404 -18% -18% $ 490 Restructuring expenses in fiscal 2024 primarily related to the 2024 Restructuring Plan. Restructuring expenses in fiscal 2023 primarily related to the 2022 Restructuring Plan, which is substantially complete. Our management approved, committed to and initiated the 2024 Restructuring Plan and the 2022 Restructuring Plan in order to restructure and further improve efficiencies in our operations. We may incur additional restructuring expenses in future periods due to the initiation of new restructuring plans or from changes in estimated costs associated with existing restructuring plans. The majority of the initiatives undertaken by the 2024 Restructuring Plan were effected to implement our continued emphasis in developing, marketing, selling and delivering our cloud-based offerings. Certain of the cost savings realized pursuant to the 2024 Restructuring Plan initiatives were offset by investments in resources and geographies that we believe better address the development, marketing, sale and delivery of our cloud-based offerings, including investments in the development and delivery of our second-generation cloud infrastructure.

reworded 3,514

FY2023 10-K
Removed
Filed Jun 20, 2023

Interest Expense: Year Ended May 31, Percent Change (Dollars in millions) 2023 Actual Constant 2022 Interest expense $ 3,505 27%

FY2024 10-K
Added
Filed Jun 20, 2024

Interest Expense: Year Ended May 31, Percent Change (Dollars in millions) 2024 Actual Constant 2023 Interest expense $ 3,514 0% 0% $

reworded Foreign currency losses, net

FY2023 10-K
Removed
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 Interest income $ 285 204% 214% $ 94 Foreign currency losses, net

FY2024 10-K
Added
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Interest income $ 451 58% 59% $ 285 Foreign currency losses, net

reworded (303

FY2023 10-K
Removed
Filed Jun 20, 2023

(249 ) 25% 27% (199 ) Noncontrolling interests in income (165 ) -11% -11% (184 ) Losses from equity investments, net (327 )

FY2024 10-K
Added
Filed Jun 20, 2024

(228 ) -8% -11% (249 ) Noncontrolling interests in income (186 ) 13% 13% (165 ) Losses from equity investments, net (303 )

reworded Not meaningful

FY2023 10-K
Removed
Filed Jun 20, 2023

122% 123% (147 ) Other losses, net (6 ) -92% -92% (86 ) Total non-operating expenses, net $ (462 ) -12% -12% $ (522 ) Our non-operating expenses, net decreased during fiscal 2023 relative to fiscal 2022 primarily due to higher interest income due to higher average interest rates that were applicable to our cash, cash equivalent and marketable securities balances; and lower other losses, net, which was primarily attributable to higher unrealized investment gain associated with certain marketable equity securities that we held for employee benefit plans, and for which an equal and offsetting amount was recorded to our operating expenses during the same period. These decreases were partially offset by higher net losses associated with equity investments and higher foreign currency losses. Provision for Income Taxes: Our effective income tax rates for each of the periods presented were the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. Refer to Note 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a discussion regarding the differences between the effective income tax rates as presented for the periods below and the U.S. federal statutory income tax rates that were in effect during these periods. Future effective tax rates could be adversely affected by an unfavorable shift of earnings weighted to jurisdictions with higher tax rates, by unfavorable changes in tax laws and regulations, by adverse rulings in tax related litigation, or by shortfalls in stock-based compensation realized by employees relative to stock-based compensation that was recorded for book purposes, among others. Year Ended May 31,

FY2024 10-K
Added
Filed Jun 20, 2024

Not meaningful 52 Our non-operating expenses, net decreased in fiscal 2024 relative to fiscal 2023 primarily due to higher interest income; lower net losses associated with equity investments; lower foreign currency losses; and higher other income, net, which was primarily attributable to unrealized investment gains associated with certain marketable equity securities that we held for employee benefit plans, and for which an equal and offsetting amount was recorded to our operating expenses during the same period. These decreases in non-operating expenses, net were partially offset by higher expenses for noncontrolling interests in income. Provision for Income Taxes: Our effective income tax rates for each of the periods presented were the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. Refer to Note 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a discussion regarding the differences between the effective income tax rates as presented for the periods below and the U.S. federal statutory income tax rates that were in effect during these periods. Future effective tax rates could be adversely affected by an unfavorable shift of earnings weighted to jurisdictions with higher tax rates, by unfavorable changes in tax laws and regulations, by adverse rulings in tax related litigation, or by shortfalls in stock-based compensation realized by employees relative to stock-based compensation that was recorded for book purposes, among others. Year Ended May 31,

reworded Effective tax rate

FY2023 10-K
Removed
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 Provision for income taxes $ 623 -33% -26% $ 932 Effective tax rate

FY2024 10-K
Added
Filed Jun 20, 2024

Percent Change (Dollars in millions) 2024 Actual Constant 2023 Provision for income taxes $ 1,274 105% 103% $ 623 Effective tax rate

reworded Hardware Business

FY2023 10-K
Removed
Filed Jun 20, 2023

Hardware Business Our hardware business, which represented 6% and 7% of our total revenues in fiscal 2023 and 2022, respectively, provides a broad selection of enterprise hardware products and hardware-related software products including Oracle Engineered Systems, servers, storage, industry-specific hardware offerings, operating systems, virtualization, management and other hardware-related software, and related hardware support. Each hardware product and its related software, such as an operating system or firmware, are highly interdependent and interrelated and are accounted for as a combined performance obligation. The revenues for this combined performance obligation are generally recognized at the point in time that the hardware product and its related software are delivered to the customer and ownership is transferred to the customer. We expect to make investments in research and development to improve existing hardware products and services and to develop new hardware products and services. The majority of our hardware products are sold through indirect channels, including independent distributors and value-added resellers. Our hardware support offerings provide customers with unspecified software updates for software components that are essential to the functionality of our hardware products and associated software products. Our hardware support offerings can also include product repairs, maintenance services and technical support services. Hardware support contracts are entered into and renewed at the option of the customer, are generally priced as a percentage of the net hardware products fees and are generally recognized as revenues ratably as the hardware support services are delivered over the contractual terms. We generally expect our hardware business to have lower operating margins as a percentage of revenues than our cloud and license business due to the incremental costs we incur to produce and distribute these products and to provide support services, including direct materials and labor costs. Our quarterly hardware revenues are difficult to predict. Our hardware revenues, cost of hardware and hardware operating margins that we report are affected by many factors, including our manufacturing partners' abilities to timely manufacture or deliver a few large hardware transactions, with this factor becoming more pronounced in recent periods due to global supply chain constraints for certain technology components; our strategy for and the position of our hardware products relative to competitor offerings; customer demand for competing offerings, including cloud infrastructure offerings; the strength of general economic and business conditions; governmental budgetary constraints; whether customers decide to purchase hardware support contracts at or in close proximity to the time of hardware product sale; the percentage of our hardware support contract customer base that renews its support contracts; and the close association between hardware products, which have a finite life, and customer demand for related hardware support as hardware products age; customer decisions to either maintain or upgrade their existing hardware infrastructure to newly developed technologies that are available; and foreign currency rate fluctuations.

FY2024 10-K
Added
Filed Jun 20, 2024

Index to Financial Statements Hardware Business Our hardware business, which represented 6% of our total revenues in each of fiscal 2024 and 2023, provides a broad selection of enterprise hardware products and hardware-related software products including Oracle Engineered Systems, servers, storage, industry-specific hardware offerings, operating systems, virtualization, management and other hardware-related software and related hardware support. Each hardware product and its related software, such as an operating system or firmware, are highly interdependent and interrelated and are accounted for as a combined performance obligation. The revenues for this combined performance obligation are generally recognized at the point in time that the hardware product and its related software are delivered to the customer and ownership is transferred to the customer. We expect to continue to make investments in research and development to improve existing hardware products and services and to develop new hardware products and services. The majority of our hardware products are sold through indirect channels, including independent distributors and value-added resellers. Our hardware support offerings provide customers with unspecified software updates for software components that are essential to the functionality of our hardware products and associated software products. Our hardware support offerings can also include product repairs, maintenance services and technical support services. Hardware support contracts are entered into and renewed at the option of the customer, are generally priced as a percentage of the net hardware products fees and are generally recognized as revenues ratably as the hardware support services are delivered over the contractual terms. We generally expect our hardware business to have lower operating margins as a percentage of revenues than our cloud and license business due to the incremental costs we incur to produce and distribute these products and to provide support services, including direct materials and labor costs. Our quarterly hardware revenues are difficult to predict. Our hardware revenues, cost of hardware and hardware operating margins that we report are affected by many factors, including our manufacturing partners' abilities to timely manufacture or deliver a few large hardware transactions; our strategy for and the position of our hardware products relative to competitor offerings; customer demand for competing offerings, including cloud infrastructure offerings; the strength of general economic and business conditions; governmental budgetary constraints; whether customers decide to purchase hardware support contracts at or in close proximity to the time of hardware product sale; the percentage of our hardware support contract customer base that renews its support contracts; and the close association between hardware products, which have a finite life, and customer demand for related hardware support as hardware products age; customer decisions to either maintain or upgrade their existing hardware infrastructure to newly developed technologies that are available; and foreign currency rate fluctuations.

reworded Net cash used for investing activities

FY2023 10-K
Removed
Filed Jun 20, 2023

(Dollars in millions) 2023 Change 2022 Net cash provided by operating activities $ 17,165 80% $ 9,539 Net cash (used for) provided by investing activities $

FY2024 10-K
Added
Filed Jun 20, 2024

(Dollars in millions) 2024 Change 2023 Net cash provided by operating activities $ 18,673 9% $ 17,165 Net cash used for investing activities $

reworded Not meaningful

FY2023 10-K
Removed
Filed Jun 20, 2023

(36,484 ) * $ 11,220 Net cash provided by (used for) financing activities $ 7,910 * $ (29,126 ) * Not meaningful Cash flows from operating activities: Our largest source of operating cash flows is cash collections from our customers following the purchase and renewal of their license support agreements. Payments from customers for these license support agreements are generally received near the beginning of the contracts' terms, which are generally one year in length. Over the course of a fiscal year, we also have historically generated cash from the sales of new licenses, cloud services, hardware offerings and other services. Our primary uses of cash from operating activities are typically for employee related expenditures, material and manufacturing costs related to the production of our hardware products, taxes, interest payments and leased facilities. Net cash provided by operating activities increased during fiscal 2023 compared to fiscal 2022 primarily due to higher net income that was primarily due to the absence of certain litigation related charges recorded during fiscal 2022 that we generally do not expect to recur and certain cash favorable working capital changes, net in fiscal 2023 relative to fiscal 2022. Cash flows from investing activities: The changes in cash flows from investing activities primarily relate to our acquisitions, the timing of our purchases, maturities and sales of our investments in marketable securities, and investments in capital and other assets, including certain intangible assets, to support our growth. Net cash used for investing activities was $36.5 billion during fiscal 2023 compared to net cash provided by investing activities of $11.2 billion during fiscal 2022. The increase in net cash used for investing activities during fiscal 2023 was primarily due to the cash used for our acquisition of Cerner, an increase in cash used for capital expenditures and a decrease in cash proceeds from sales and maturities of marketable securities and other investments, partially offset by a decrease in cash used for the purchases of marketable securities and other investments, in each case relative to fiscal 2022. 52 Cash flows from financing activities: The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments, stock repurchases, dividend payments and net proceeds related to employee stock programs. Net cash provided by financing activities was $7.9 billion during fiscal 2023 compared to the net cash used for financing activities of $29.1 billion in fiscal 2022. The increase in net cash provided by financing activities was primarily due to the net cash proceeds from borrowings pursuant to the Term Loan Credit Agreement and the issuance of senior notes and commercial paper notes, net of repayments; lower stock repurchases; lower maturities of senior notes and higher net cash from our employee stock program, in each case during fiscal 2023 relative to fiscal 2022. During fiscal 2023, we also borrowed $15.7 billion pursuant to the Bridge Credit Agreement which was fully repaid within the same period. Free cash flow: To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flows generated from our operations. We believe that free cash flow is also useful as one of the bases for comparing our performance with our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flow as follows: Year Ended May 31,

FY2024 10-K
Added
Filed Jun 20, 2024

(7,360 ) -80% $ (36,484 ) Net cash (used for) provided by financing activities $ (10,554 ) * $ 7,910 * Not meaningful Cash flows from operating activities: Our largest source of operating cash flows is cash collections from our customers following the purchase and renewal of their license support and cloud services agreements. Customers for these license support and cloud services agreements are generally billed in advance of services being provided. Over the course of a fiscal year, we also generate cash from the sales of new licenses, hardware offerings and other services. Our primary uses of cash from operating activities are typically for employee related expenditures, material and manufacturing costs related to the production of our hardware products, taxes, interest payments and leased facilities. Net cash provided by operating activities increased in fiscal 2024 relative to fiscal 2023 primarily due to higher net income, partially offset by certain cash unfavorable working capital changes, net. Cash flows from investing activities: The changes in cash flows from investing activities primarily relate to our acquisitions, purchases, maturities and sales of our investments in marketable securities and other instruments and investments in capital assets primarily to support the growth in our cloud and license business. Net cash used for investing activities decreased in fiscal 2024 relative to fiscal 2023 primarily due to the decrease in cash used for acquisitions, net of cash acquired and lower capital expenditures. Cash flows from financing activities: The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments, stock repurchases, dividend payments and net proceeds related to employee stock programs. Net cash used for financing activities was $10.6 billion during fiscal 2024 compared to the net cash provided by financing activities of $7.9 billion in fiscal 2023. The increase in net cash used for financing activities was primarily due to the absence of the cash proceeds from borrowings pursuant to the issuance of senior notes and Term Loan Credit Agreement, higher repayments of commercial paper notes, net of issuances, higher net cash used for our employee stock programs and higher dividend payments, partially offset by lower maturities of senior notes and lower stock repurchases, in each case in fiscal 2024 relative to fiscal 2023. During fiscal 2023 we borrowed $15.7 billion pursuant to the Bridge Credit Agreement, which was fully repaid within fiscal 2023. Free cash flow: To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flows generated from our operations. We believe that free cash flow is also useful as one of the bases for comparing our performance with that of our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flow as follows: Year Ended May 31,

reworded Net cash provided by operating activities as a percent of net income

FY2023 10-K
Removed
Filed Jun 20, 2023

93% (4,511 ) Free cash flow $ 8,470 68% $ 5,028 Net income $ 8,503 $ 6,717 Net cash provided by operating activities as a percent of net income

FY2024 10-K
Added
Filed Jun 20, 2024

-21% (8,695 ) Free cash flow $ 11,807 39% $ 8,470 Net income $ 10,467 $ 8,503 Net cash provided by operating activities as a percent of net income

reworded •other contractual commitments associated with agreements that are enforceable and legally binding.

FY2023 10-K
Removed
Filed Jun 20, 2023

•operating lease liabilities that are included in our consolidated balance sheet; and •other contractual commitments associated with agreements that are enforceable and legally binding. In addition, as of May 31, 2023, we had $9.4 billion of gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities, although we believe it is reasonably possible that certain of these liabilities could be settled or released during fiscal 2024. We are involved in claims and legal proceedings, which are inherently uncertain with respect to outcomes, estimates and assumptions that we make as of each reporting period, are inherently unpredictable, and many aspects are out of our control. Notes 2, 7, 13 and 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report include additional information regarding our most material contractual obligations and contingencies. We believe that our current cash, cash equivalents and marketable securities balances, cash generated from operations, and our $6.0 billion, five-year revolving credit agreement will be sufficient to meet our working capital, 54 capital expenditures and contractual obligations requirements. In addition, we believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash equivalents and marketable securities, cash generated from operations, additional borrowings or from the issuance of additional securities.

FY2024 10-K
Added
Filed Jun 20, 2024

•operating lease commitments that have not yet commenced and were not included in our consolidated balance sheet; and •other contractual commitments associated with agreements that are enforceable and legally binding. In addition, as of May 31, 2024, we had $11.0 billion of gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities, although we believe it is reasonably possible that certain of these liabilities could be settled or released during fiscal 2025. We are involved in claims and legal proceedings, which are inherently uncertain with respect to outcomes, estimates and assumptions that we make as of each reporting period, are inherently unpredictable, and many aspects are out of our control. Notes 7, 10, 13 and 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report include additional information regarding our most material contractual obligations and contingencies. We believe that our current cash, cash equivalents and marketable securities balances, cash generated from operations, and our borrowing arrangements will be sufficient to meet our working capital, capital expenditures and contractual obligations requirements. In addition, we believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash equivalents and marketable securities, cash generated from operations, additional borrowings or from the issuance of additional securities. 55

reworded Services Business

FY2023 10-K
Removed
Filed Jun 20, 2023

Services Business Our services business, which represented 11% and 8% of our total revenues in fiscal 2023 and 2022, respectively, helps customers and partners maximize the performance of their investments in Oracle applications and infrastructure technologies. We believe that our services are differentiated based on our focus on Oracle technologies, extensive experience, broad sets of intellectual property and best practices. Our services offerings include consulting services and advanced customer services. Our services business has lower margins than our cloud and license and hardware businesses. Our services revenues are affected by many factors including our strategy for, and the competitive position of, our services; customer demand for our cloud and license and hardware offerings and the related services that we may market and sell in connection with these offerings; general economic conditions; governmental budgetary constraints; personnel reductions in our customers' IT departments; tighter controls over customer discretionary spending; and foreign currency rate fluctuations. 37

FY2024 10-K
Added
Filed Jun 20, 2024

Services Business Our services business, which represented 10% and 11% of our total revenues in fiscal 2024 and 2023, respectively, helps customers and partners maximize the performance of their investments in Oracle applications and infrastructure technologies. We believe that our services are differentiated based on our focus on Oracle technologies, extensive experience, broad sets of intellectual property and best practices. Our services offerings include consulting services and advanced customer services. Our services business has lower margins than our cloud and license and hardware businesses. Our services revenues are affected by many factors including our strategy for, and the competitive position of, our services; customer demand for our cloud and license and hardware offerings and the related services that we may market and sell in connection with these offerings; general economic conditions; governmental budgetary constraints; personnel reductions in our customers' IT departments; tighter controls over customer discretionary spending; and foreign currency rate fluctuations.

reworded Stock-Based Awards

FY2023 10-K
Removed
Filed Jun 20, 2023

Stock-Based Awards Our stock-based compensation program is a key component of the compensation package we provide to attract and retain certain of our talented employees and align their interests with the interests of existing stockholders. We recognize that stock-based awards dilute existing stockholders and have sought to control the number of stock-based awards granted while providing competitive compensation packages. Consistent with these dual goals, our cumulative potential dilution since June 1, 2020 has been an annualized rate of 1.8% per year. The potential dilution percentage is calculated as the average annualized new stock-based awards granted and assumed, net of stock-based awards forfeited by employees leaving the company, divided by the weighted-average outstanding shares during the calculation period. This maximum potential dilution will only result if all stock-based awards vest and, if applicable, are exercised. Of the outstanding stock options at May 31, 2023, which generally have a ten-year exercise period, all have exercise prices lower than the market price of our common stock on such date. In recent years, our stock repurchase program has more than offset the dilutive effect of our stock-based compensation program. However, we may modify the levels of our stock repurchases in the future depending on a number of factors, including the amount of cash we have available for acquisitions, to pay dividends, to repay or repurchase indebtedness or for other purposes. As of May 31, 2023, the maximum potential dilution from all outstanding stock-based awards, regardless of when granted and regardless of whether vested or unvested, was 8.0%. During fiscal 2023, the Compensation Committee of the Board of Directors reviewed and approved the annual organization-wide stock-based award grants to selected employees; all stock-based award grants to senior officers; and any individual grant of restricted stock units of 62,500 or greater. Each member of a separate executive officer committee, referred to as the Plan Committee, was allocated a fiscal 2023 equity budget that could be used throughout the fiscal year to grant equity within his or her organization, subject to certain limitations established by the Compensation Committee.

FY2024 10-K
Added
Filed Jun 20, 2024

Stock-Based Awards Our stock-based compensation program is a key component of the compensation package we provide to attract and retain certain of our talented employees and align their interests with the interests of existing stockholders. We recognize that stock-based awards dilute existing stockholders and have sought to control the number of stock-based awards granted while providing competitive compensation packages. Consistent with these dual goals, our cumulative potential dilution since June 1, 2021 has been an annualized rate of 2.1% per year. The potential dilution percentage is calculated as the average annualized new stock-based awards granted and assumed, net of stock-based awards forfeited by employees leaving the company, divided by the weighted-average outstanding shares during the calculation period. This maximum potential dilution will only result if all stock-based awards vest and, if applicable, are exercised. Of the outstanding stock options as of May 31, 2024, which generally have a ten-year exercise period, all have exercise prices lower than the market price of our common stock on such date. In recent years, our stock repurchase program has substantially offset the dilutive effect of our stock-based compensation program. However, we may modify the levels of our stock repurchases in the future depending on a number of factors, including the amount of cash we have available for acquisitions, to pay dividends, to repay or repurchase indebtedness or for other purposes. As of May 31, 2024, the maximum potential dilution from all outstanding stock-based awards, regardless of when granted and regardless of whether vested or unvested, was 6.9%. During fiscal 2024, the Compensation Committee reviewed and approved the annual organization-wide stock-based award grants to selected employees; all stock-based award grants to senior officers; and any individual grant of RSUs with a value of $5 million or greater. Each member of a separate executive officer committee, referred to as the Plan Committee, was allocated a fiscal 2024 equity budget that could be used throughout the fiscal year to grant equity subject to certain limitations established by the Compensation Committee.

reworded Stock-based awards outstanding as of May 31, 2021

FY2023 10-K
Removed
Filed Jun 20, 2023

Stock-based awards activity from June 1, 2020 through May 31, 2023 is summarized as follows (shares in millions): Stock-based awards outstanding at May 31, 2020

FY2024 10-K
Added
Filed Jun 20, 2024

Stock-based awards activity from June 1, 2021 through May 31, 2024 is summarized as follows (shares in millions): Stock-based awards outstanding as of May 31, 2021

reworded Forfeitures, cancellations and other, net

FY2023 10-K
Removed
Filed Jun 20, 2023

277 Stock-based awards granted and assumed 200 Stock-based awards vested and issued and, if applicable, exercised (212 ) Forfeitures, cancellations and other, net

FY2024 10-K
Added
Filed Jun 20, 2024

217 Stock-based awards granted and assumed 195 Stock-based awards vested and issued and, if applicable, exercised (195 ) Forfeitures, cancellations and other, net

reworded Annualized stock-based awards granted and assumed, net of forfeitures and cancellations

FY2023 10-K
Removed
Filed Jun 20, 2023

(49 ) Stock-based awards outstanding at May 31, 2023 216 Annualized stock-based awards granted and assumed, net of forfeitures and cancellations 51

FY2024 10-K
Added
Filed Jun 20, 2024

(28 ) Stock-based awards outstanding as of May 31, 2024 189 Annualized stock-based awards granted and assumed, net of forfeitures and cancellations 56

reworded Basic weighted-average shares outstanding from June 1, 2021 through May 31, 2024

FY2023 10-K
Removed
Filed Jun 20, 2023

Annualized stock repurchases (177 ) Shares outstanding at May 31, 2023 2,713 Basic weighted-average shares outstanding from June 1, 2020 through May 31, 2023

FY2024 10-K
Added
Filed Jun 20, 2024

Annualized stock repurchases (71 ) Shares outstanding as of May 31, 2024 2,755 Basic weighted-average shares outstanding from June 1, 2021 through May 31, 2024

reworded 6.9%

FY2023 10-K
Removed
Filed Jun 20, 2023

2,780 Stock-based awards outstanding as a percent of shares outstanding at May 31, 2023 8.0% Total in the money stock-based awards outstanding (based on the closing price of our common stock on the last trading day of fiscal 2023) as a percent of shares outstanding at May 31, 2023

FY2024 10-K
Added
Filed Jun 20, 2024

2,713 Stock-based awards outstanding as a percent of shares outstanding as of May 31, 2024 6.9% Total in the money stock-based awards outstanding (based on the closing price of our common stock on the last trading day of fiscal 2024) as a percent of shares outstanding as of May 31, 2024

reworded 6.9%

FY2023 10-K
Removed
Filed Jun 20, 2023

8.0% Annualized stock-based awards granted and assumed, net of forfeitures and cancellations and before stock repurchases, as a percent of weighted-average shares outstanding from June 1, 2020 through May 31, 2023

FY2024 10-K
Added
Filed Jun 20, 2024

6.9% Annualized stock-based awards granted and assumed, net of forfeitures and cancellations and before stock repurchases, as a percent of weighted-average shares outstanding from June 1, 2021 through May 31, 2024

reworded Recent Accounting Pronouncements

FY2023 10-K
Removed
Filed Jun 20, 2023

-4.5% Recent Accounting Pronouncements For information with respect to recent accounting pronouncements, if any, and the impact of these pronouncements on our consolidated financial statements, if any, see Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

FY2024 10-K
Added
Filed Jun 20, 2024

-0.6% Recent Accounting Pronouncements For information with respect to recent accounting pronouncements, and the impact of these pronouncements on our consolidated financial statements, see Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

  FY2022 → FY2023 Text Diffs 

Side-by-side against the previous Management Discussions.

escalated •Legal and Other Contingencies.

FY2022 10-K
Removed
Filed Jun 21, 2022

Accounting for Income Taxes; and • Legal and Other Contingencies. Our senior management has reviewed our critical accounting policies and related disclosures with the Finance and Audit Committee of the Board of Directors. Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report includes additional information about our critical and other accounting policies.

FY2023 10-K
Added
Filed Jun 20, 2023

•Accounting for Income Taxes; and •Legal and Other Contingencies. Our senior management has reviewed our critical accounting policies and related disclosures with the Finance and Audit Committee of the Board of Directors. Refer to Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for more discussion of our critical and other accounting policies. There were no significant changes to our critical accounting policies and estimates from the prior year.

escalated •Cloud services and license support revenues, which include:

FY2022 10-K
Removed
Filed Jun 21, 2022

Cloud services and license support revenues, which include: o license support revenues, which are earned by providing Oracle license support services to customers that have elected to purchase support services in connection with the purchase of Oracle applications and infrastructure software licenses for use in cloud, on-premise and other IT environments. Substantially all license support customers renew their support contracts with us upon expiration in order to continue to benefit from technical support services and the periodic issuance of unspecified updates and enhancements, which current license support customers are entitled to receive. License support contracts are generally priced as a percentage of the net fees paid by the customer to purchase a cloud license and/or on-premise license; are generally billed in advance of the support services being performed; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period that the support services are provided, which is generally one year; and o cloud services revenues, which provide customers access to Oracle Cloud applications and infrastructure technologies via cloud-based deployment models that Oracle develops, provides unspecified updates and enhancements for, deploys, hosts, manages and supports and that

FY2023 10-K
Added
Filed Jun 20, 2023

•Cloud services and license support revenues, which include: olicense support revenues, which are earned by providing Oracle license support services to customers that have elected to purchase support services in connection with the purchase of Oracle applications and infrastructure licenses for use in cloud, on-premise and other IT environments. Substantially all license support customers renew their support contracts with us upon expiration in order to continue to benefit from technical support services and the periodic issuance of unspecified updates and enhancements, which current license support customers are entitled to receive. License support contracts are generally priced as a percentage of the net fees paid by the customer to purchase a cloud license and/or on-premise license; are generally billed in advance of the support services being performed; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period that the support services are provided, which is generally one year; and ocloud services revenues, which are earned by providing customers access to Oracle Cloud applications and infrastructure technologies via cloud-based deployment models that Oracle develops, provides unspecified updates and enhancements for, deploys, hosts, manages and supports and that customers access by entering into a subscription agreement with us for a stated period. Oracle Cloud Services arrangements are generally billed in advance of the cloud services being performed; generally have durations of one to three years; are generally renewed at the customer's option; and are generally

escalated 6,944

FY2022 10-K
Removed
Filed Jun 21, 2022

(2) Represents the amortization of intangible assets, substantially all of which were acquired in connection with our acquisitions. As of May 31, 2022, estimated future amortization related to intangible assets was as follows (in millions):

FY2023 10-K
Added
Filed Jun 20, 2023

(2,136 ) (1,723 ) $ 5,673 $ 6,944 (1)Represents the amortization of intangible assets, substantially all of which were acquired in connection with our acquisitions. As of May 31, 2023, estimated future amortization related to intangible assets was as follows (in millions):

escalated 20%

FY2022 10-K
Removed
Filed Jun 21, 2022

21% 21% % Revenues by Geography: Americas 48% 46% EMEA 32% 32% Asia Pacific 20% 22% (1) Excludes stock-based compensation and certain allocations. Also excludes certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segments and Other Financial Information" above. Excluding the effects of currency rate fluctuations, our total services revenues increased in fiscal 2022 relative to fiscal 2021 primarily due to revenue increases in each of our primary services offerings. In constant currency, the Americas, the EMEA and the Asia Pacific regions contributed 53%, 44% and 3%, respectively, to the revenue growth for this business in fiscal 2022. In constant currency, total services expenses increased in fiscal 2022 compared to fiscal 2021 primarily due to higher employee related expenses due to higher headcount and higher external contractor expenses. In constant currency, our services business' total margin increased during fiscal 2022 relative to fiscal 2021 due to higher total revenues for this business. In constant currency, total margin as a percentage of total services revenues was flat during fiscal 2022 relative to fiscal 2021. Research and Development Expenses: Research and development expenses consist primarily of personnel related expenditures. We intend to continue to invest significantly in our research and development efforts because, in our judgment, they are essential to maintaining our competitive position. 50 Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

1,104 66% 72% $ 666 Total Margin % 20% 21% % Revenues by Geography: Americas 66% 48% EMEA 22% 32% Asia Pacific 12% 20% (1)Excludes stock-based compensation and certain allocations. Also excludes certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Excluding the effects of currency rate fluctuations, our total services revenues increased in fiscal 2023 relative to fiscal 2022 due to revenue contributions from our Cerner acquisition and revenue increases in each of our primary services offerings. In reported currency, Cerner contributed $2.2 billion to our services business' revenues during fiscal 2023. In constant currency, the Americas, the EMEA and the Asia Pacific regions contributed 86%, 11% and 3%, respectively, to the revenue growth for this business during fiscal 2023. In constant currency, total services expenses increased in fiscal 2023 compared to fiscal 2022 primarily due to additional operating expenses due to our acquisition of Cerner and other higher employee related expenses due to higher headcount. In constant currency, our services business' total margin increased in fiscal 2023 relative to fiscal 2022 due to higher total revenues for this business. In constant currency, total margin as a percentage of revenues decreased in fiscal 2023 relative to fiscal 2022 due to expenses growth. Research and Development Expenses: Research and development expenses consist primarily of personnel related expenditures. We intend to continue to invest significantly in our research and development efforts because, in our judgment, they are essential to maintaining our competitive position. Year Ended May 31,

escalated •continued demand for our cloud license and on-premise license offerings.

FY2022 10-K
Removed
Filed Jun 21, 2022

continued demand for our cloud license and on-premise license offerings. We believe these factors should contribute to future growth in our cloud and license business' total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and license products and services. Our cloud and license business' margin has historically trended upward over the course of the four quarters within a particular fiscal year due to the historical upward trend of our cloud and license business' revenues over those quarterly periods and because the majority of our costs for this business are generally fixed in the short term. The historical upward trend of our cloud and license business' revenues over the course of the four quarters within a particular fiscal year is primarily due to the addition of new cloud services and license support contracts to the

FY2023 10-K
Added
Filed Jun 20, 2023

•continued demand for our cloud license and on-premise license offerings. We believe these factors should contribute to future growth in our cloud and license business' total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and license products and services. Our cloud and license business' margin has historically trended upward over the course of the four quarters within a particular fiscal year due to the historical upward trend of our cloud and license business' revenues over those quarterly periods and because the majority of our costs for this business are generally fixed in the short term. The historical upward trend of our cloud and license business' revenues over the course of the four quarters within a particular fiscal year is primarily due to the addition of new cloud services and license support contracts to the customer contract base that we generally recognize as revenues ratably or based upon customer usage over the respective contractual terms and the renewal of existing customers' cloud services and license support contracts over the course of each fiscal year that we generally recognize as revenues in a similar manner; and the historical

escalated 4,713

FY2022 10-K
Removed
Filed Jun 21, 2022

109% 108% 4 Other, net 4,694 * * 129 Total acquisition related and other expenses $ 4,713 * * $ 138 * Not meaningful On a constant currency basis, acquisition related and other expenses increased during fiscal 2022 due to litigation related charges of $4.7 billion, which we generally do not expect to recur, as further described in Note 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Restructuring Expenses: Restructuring expenses resulted from the execution of management approved restructuring plans that were generally developed to improve our cost structure and/or operations, often in conjunction with our acquisition integration strategies and/or other strategic initiatives. Restructuring expenses consist of employee severance costs, contract termination costs and certain other exit costs to improve our cost structure prospectively. For additional information regarding our restructuring plans, see Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

190 -96% -96% $ 4,713 49 Excluding the effects of foreign currency rate fluctuations, acquisition related and other expenses decreased in fiscal 2023 relative to fiscal 2022 primarily due to the absence of $4.7 billion of litigation related charges recorded to acquisition related and other expenses during fiscal 2022 that we generally do not expect to recur, partially offset by higher transitional employee related costs related to our acquisition of Cerner and certain facilities-related right-of-use assets that were abandoned in connection with plans to improve our cost structure and operations in fiscal 2023. Restructuring Expenses: Restructuring expenses resulted from the execution of management approved restructuring plans that were generally developed to improve our cost structure and/or operations, often in conjunction with our acquisition integration strategies and/or other strategic initiatives. Restructuring expenses consist of employee severance costs, contract termination costs and certain other exit costs to improve our cost structure prospectively. For additional information regarding our restructuring plans, see Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Year Ended May 31,

escalated * Not meaningful

FY2022 10-K
Removed
Filed Jun 21, 2022

21,902 -53% $ 46,554 Working capital: The decrease in working capital as of May 31, 2022 in comparison to May 31, 2021 was primarily due to $16.2 billion of cash used for repurchases of our common stock, $4.7 billion of cash paid for certain litigation related charges that we generally do not expect to recur, $3.8 billion of long-term senior notes that were reclassified to current liabilities, cash used to pay dividends to our stockholders and cash used for capital expenditures during fiscal 2022. These unfavorable impacts were partially offset by the favorable impacts to our net current assets resulting from our net income, net cash proceeds of $318 million associated with the sale of certain operating assets, and cash proceeds from stock option exercises, all of which occurred during fiscal 2022. Our working capital may be impacted by some or all of the aforementioned factors in future periods, the amounts and timing of which are variable. Cash, cash equivalents and marketable securities: Cash and cash equivalents primarily consist of deposits held at major banks, money market funds and other securities with original maturities of 90 days or less. Marketable securities consist of time deposits, marketable equity securities and certain other securities. The decrease in cash, cash equivalents and marketable securities at May 31, 2022 in comparison to May 31, 2021 was primarily due to $16.2 billion of settled repurchases of our common stock, $8.3 billion of debt repayments, $4.7 billion of cash paid for certain litigation related charges that we generally do not expect to recur, payments of cash dividends to our stockholders and cash used for capital expenditures. These cash outflows during fiscal 2022 were partially offset by certain cash inflows generated by our normal business operations, from the sales of certain operating assets, and from stock option exercises during fiscal 2022. Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

10,187 -53% $ 21,902 * Not meaningful 51 Working capital: The decrease in working capital as of May 31, 2023 in comparison to May 31, 2022 was primarily due to $27.8 billion net cash used for our acquisition of Cerner, $1.6 billion of repayment of senior notes assumed from our acquisition of Cerner, $3.5 billion of long-term senior notes that were reclassified to current liabilities, cash used for repurchases of our common stock, cash used to pay dividends to our stockholders and cash used for capital expenditures during fiscal 2023. These unfavorable impacts were partially offset by cash proceeds from borrowings pursuant to the Term Loan Credit Agreement and the issuance of senior notes (refer to Note 7 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information), the favorable impacts to our net current assets resulting from net income and cash proceeds from stock option exercises. Our working capital may be impacted by some or all of the aforementioned factors in future periods, the amounts and timing of which are variable. Cash, cash equivalents and marketable securities: Cash and cash equivalents primarily consist of deposits held at major banks, money market funds and other securities with original maturities of 90 days or less. Marketable securities consist of time deposits, marketable equity securities and certain other securities. The decrease in cash, cash equivalents and marketable securities at May 31, 2023 in comparison to May 31, 2022 was primarily due to the net cash outflows of $27.8 billion for our acquisition of Cerner, $1.6 billion of repayment of senior notes assumed from our acquisition of Cerner, $3.8 billion of repayment of senior notes due October 2022 and February 2023, repurchases of our common stock, payments of cash dividends to our stockholders and cash used for capital expenditures. These cash outflows during fiscal 2023 were partially offset by certain cash inflows, primarily due to cash inflows generated by borrowings pursuant to the Term Loan Credit Agreement and the issuance of senior notes and commercial paper notes, as well as cash inflows from our operations and stock option exercises during fiscal 2023. During fiscal 2023, we also borrowed $15.7 billion pursuant to the Bridge Credit Agreement which was fully repaid within the same period. Year Ended May 31,

de-emphasised Acquisitions

FY2022 10-K
Removed
Filed Jun 21, 2022

Acquisitions Our selective and active acquisition program is another important element of our corporate strategy. Historically, we have invested billions of dollars to acquire a number of complementary companies, products, services and technologies. As compelling opportunities become available, we may acquire companies, products, services and technologies in furtherance of our corporate strategy. On December 20, 2021, we entered into an Agreement and Plan of Merger with Cerner Corporation (Cerner), a provider of digital information systems used within hospitals and health systems that are designed to enable medical professionals to deliver better healthcare to individual patients and communities, for a preliminary estimated purchase price of approximately $28.2 billion. The transaction closed on June 8, 2022. Notes 2 and 17 of Notes to Consolidated Financial Statements, included elsewhere in this Annual Report, provide additional information related to our acquisition of Cerner and our other recent acquisitions. We believe that we can fund our future acquisitions with our internally available cash, cash equivalents and marketable securities balances, cash generated from operations, additional borrowings or from the issuance of additional securities. We estimate the financial impact of any potential acquisition with regard to earnings, operating margin, cash flows and return on invested capital targets, among others, before deciding to move forward with an acquisition.

FY2023 10-K
Added
Filed Jun 20, 2023

Acquisitions Our selective and active acquisition program is another important element of our corporate strategy. Historically, we have invested billions of dollars to acquire a number of complementary companies, products, services and technologies. We acquired certain companies and technologies during fiscal 2023 and 2022, including Cerner in fiscal 2023. Refer to Note 2 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information related to our acquisition of Cerner and our other recent acquisitions. As compelling opportunities become available, we may acquire companies, products, services and technologies in furtherance of our corporate strategy. We believe that we can fund our future acquisitions with our internally available cash, cash equivalents and marketable securities balances, cash generated from operations, additional borrowings or from the issuance of additional securities. We estimate the financial impact of any potential acquisition with regard to earnings, operating margin, cash flows and return on invested capital targets, among others, before deciding to move forward with an acquisition.

de-emphasised Presentation of Operating Segment Results and Other Financial Information

FY2022 10-K
Removed
Filed Jun 21, 2022

Presentation of Operating Segment Results and Other Financial Information In our fiscal 2022 compared to fiscal 2021 results of operations discussion below, we provide an overview of our total consolidated revenues, total consolidated operating expenses and total consolidated operating margin, all of which are presented on a GAAP basis. We also present a GAAP-based discussion below for substantially all of the other expense items as presented in our consolidated statements of operations that are not directly attributable to our three businesses. In addition, we discuss below the fiscal 2022 compared to fiscal 2021 results of each of our three businesses-cloud and license, hardware and services-which are our operating segments as defined pursuant to ASC 280, Segment Reporting. The financial reporting for our three businesses that is presented below is presented in a manner that is consistent with that used by our CODMs. Our operating segment presentation below reflects revenues, direct costs and sales and marketing expenses that correspond to and are directly attributable to each of our three businesses. We also utilize these inputs to calculate and present a segment margin for each of our three businesses in the discussion below. Consistent with our internal management reporting processes, the below operating segment presentation for fiscal 2021 is noted to include any revenues adjustments related to cloud services and license support contracts that would have otherwise been recorded by the acquired businesses as independent entities but were not recognized in our consolidated statements of operations for fiscal 2021 due to certain business combination accounting requirements that were eliminated in fiscal 2022. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of these items and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a reconciliation of the summations of our total operating segment revenues as presented in the discussion below to total revenues as presented per our consolidated statements of operations for fiscal 2021. In addition, research and development expenses, general and administrative expenses, stock-based compensation expenses, amortization of intangible assets, certain other expense allocations, acquisition related and other expenses, restructuring expenses, interest expense, non-operating expenses or income, net and (provision for) benefit from income taxes are not attributed to our three operating segments because our management does not view the performance of our three businesses including such items and/or it is impracticable to do so. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of certain of these items and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a 43 reconciliation of the summations of total segment margin as presented in the discussion below to total income before income taxes as presented per our consolidated statements of operations for fiscal 2022 and 2021. We experienced COVID-19 related impacts to our businesses during fiscal 2022 and 2021. Certain of these historical impacts to our operating results are further discussed below. Any future impacts are currently unknown. Separately, • as described further below and in Note 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report, we remitted and recorded $4.7 billion for certain litigation related charges during fiscal 2022; • as described further above, Oracle withdrew its operations from the Russian Federation and the Republic of Belarus in March 2022. Oracle recorded fiscal 2022 revenues of $248 million from these two countries, a reduction of $118 million relative to fiscal 2021. No revenues are expected to be recognized from these two countries prospectively; and • as described further below and in Notes 1 and 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report, we recorded a $2.3 billion one-time net deferred tax benefit during fiscal 2021 that related to a partial realignment of our legal entity structure that resulted in the intra-group transfer of certain intellectual property rights.

FY2023 10-K
Added
Filed Jun 20, 2023

Presentation of Operating Segment Results and Other Financial Information In our results of operations discussion below, we provide an overview of our total consolidated revenues, total consolidated operating expenses and total consolidated operating margin, all of which are presented on a GAAP basis. We also present a GAAP-based discussion below for substantially all of the other expense items as presented in our consolidated statements of operations that are not directly attributable to our three businesses. In addition, we discuss below the results of each of our three businesses-cloud and license, hardware and services-which are our operating segments as defined pursuant to ASC 280, Segment Reporting. The financial reporting for our three businesses that is presented below is presented in a manner that is consistent with that used by our CODMs. Our operating segment presentation below reflects revenues, direct costs and sales and marketing expenses that correspond to and are directly attributable to each of our three businesses. We also utilize these inputs to calculate and present a segment margin for each of our three businesses in the discussion below. Consistent with our internal management reporting processes, research and development expenses, general and administrative expenses, stock-based compensation expenses, amortization of intangible assets, certain other expense allocations, acquisition related and other expenses, restructuring expenses, interest expense, non-operating expenses, net and provision for income taxes are not attributed to our three operating segments because our management does not view the performance of our three businesses including such items and/or it is impracticable to do so. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of certain of these items and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a reconciliation of the summations of total segment margin as presented in the discussion below to total income before income taxes as presented per our consolidated statements of operations for fiscal 2023 and 2022.

de-emphasised 2,613

FY2022 10-K
Removed
Filed Jun 21, 2022

735 513 Research and development 1,633 1,188 General and administrative 245 136 Total stock-based compensation $ 2,613 $ 1,837 (6) For fiscal 2022, the applicable jurisdictional tax rates applied to our income before income taxes after excluding the tax effects of items within the table above such as for stock-based compensation, amortization of intangible assets, restructuring, and certain acquisition related and other items, and after excluding the net deferred tax effects associated with a previously recorded income tax benefit that resulted from a partial realignment of our legal entity structure, resulted in an effective tax rate of 16.3%, instead of 12.2%, which represented our effective tax rate as derived per our consolidated statement of operations. For fiscal 2021, the applicable jurisdictional tax rates applied to our income before income taxes after excluding the tax effects of items within the table above such as for stock-based compensation, amortization of intangible assets, restructuring, and certain other acquisition related items, and after excluding a $2.3 billion net tax benefit arising from the increase of a deferred tax asset associated with a partial realignment of our legal entity structure and any related deferred tax expense resulted in an effective tax rate of 15.9%, instead of (5.7%), which represented our effective tax rate as derived per our consolidated statement of operations.

FY2023 10-K
Added
Filed Jun 20, 2023

1,201 735 Research and development 1,983 1,633 General and administrative 363 245 Total stock-based compensation $ 3,547 $ 2,613 (5)For fiscal 2023 and 2022, the applicable jurisdictional tax rates applied to our income before income taxes after excluding the tax effects of items within the table above such as for stock-based compensation, amortization of intangible assets, restructuring, and certain acquisition related and other items, and after excluding the net deferred tax effects associated with a previously recorded income tax benefit that resulted from a partial 44 realignment of our legal entity structure resulted in an effective tax rate of 16.3%, instead of 6.8%, for fiscal 2023 and 16.3%, instead of 12.2%, for fiscal 2022, which in each case represented our effective tax rates as derived per our consolidated statement of operations.

de-emphasised Index to Financial Statements

FY2022 10-K
Removed
Filed Jun 21, 2022

Index to Financial Statements customer contract base that we generally recognize as revenues ratably or based upon customer usage over the respective contractual terms and the renewal of existing customers' cloud services and license support contracts over the course of each fiscal year that we generally recognize as revenues in a similar manner; and the historical upward trend of our cloud license and on-premise license revenues, which we generally recognize at a point in time upon delivery; in each case over those four fiscal quarterly periods.

FY2023 10-K
Added
Filed Jun 20, 2023

Index to Financial Statements upward trend of our cloud license and on-premise license revenues, which we generally recognize at a point in time upon delivery; in each case over those four fiscal quarterly periods.

de-emphasised Contractual Obligations: Our largest contractual obligations as of May 31, 2023 consisted of:

FY2022 10-K
Removed
Filed Jun 21, 2022

Contractual Obligations: Our largest contractual obligations as of May 31, 2022 consisted of: • principal payments related to our senior notes and other borrowings that are included in our consolidated balance sheet and the related periodic interest payments; • our acquisition of Cerner, which closed on June 8, 2022 and for which we borrowed $15.7 billion on the same day pursuant to the Bridge Credit Agreement; • routine tax payments including those that are payable pursuant to the transition tax under the U.S. Tax Cuts and Jobs Act of 2017 that are included in our consolidated balance sheet; •

FY2023 10-K
Added
Filed Jun 20, 2023

Contractual Obligations: Our largest contractual obligations as of May 31, 2023 consisted of: •principal payments related to our senior notes and other borrowings that are included in our consolidated balance sheet and the related periodic interest payments; •routine tax payments including those that are payable pursuant to the transition tax under the U.S. Tax Cuts and Jobs Act of 2017 that are included in our consolidated balance sheet;

reworded Business Overview

FY2022 10-K
Removed
Filed Jun 21, 2022

Business Overview Oracle provides products and services that address enterprise information technology (IT) environments. Our products and services include enterprise applications and infrastructure offerings that are delivered worldwide through a variety of flexible and interoperable IT deployment models. These models include on-premise deployments, cloud-based deployments, and hybrid deployments (an approach that combines both on-premise and cloud-based deployments). Accordingly, we offer choice and flexibility to our customers and facilitate the product, service and deployment combinations that best suit our customers' needs. Through our worldwide sales force and Oracle Partner Network, we sell to customers all over the world including businesses of many sizes, government agencies, educational institutions and resellers. We have three businesses: cloud and license; hardware; and services; each of which comprises a single operating segment. The descriptions set forth below as a part of this Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations and the information contained within Item 1 Business and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report provide additional information related to our businesses and operating segments and align to how our chief operating decision makers (CODMs), which include our Chief Executive Officer and Chief Technology Officer, view our operating results and allocate resources.

FY2023 10-K
Added
Filed Jun 20, 2023

Business Overview Oracle provides products and services that address enterprise information technology (IT) environments. Our products and services include enterprise applications and infrastructure offerings that are delivered worldwide through a variety of flexible and interoperable IT deployment models. These models include on-premise, cloud-based and hybrid deployments (an approach that combines both on-premise and cloud-based deployments). Accordingly, we offer choice and flexibility to our customers and facilitate the product, service and deployment combinations that best suit our customers' needs. Through our worldwide sales force and Oracle Partner Network, we sell to customers all over the world including businesses of many sizes, government agencies, educational institutions and resellers. We have three businesses: cloud and license; hardware; and services; each of which comprises a single operating segment. The descriptions set forth below as a part of this Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations and the information contained within Item 1 Business and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report provide additional information related to our businesses and operating segments and align to how our chief operating decision makers (CODMs), which include our Chief Executive Officer and Chief Technology Officer, view our operating results and allocate resources.

reworded Critical Accounting Policies and Estimates

FY2022 10-K
Removed
Filed Jun 21, 2022

Critical Accounting Policies and Estimates Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP) as set forth in the Financial Accounting Standards Board's Accounting Standards Codification (ASC), and we consider the various staff accounting bulletins and other applicable guidance issued by the SEC. GAAP, as set forth within the ASC, requires us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. To the extent that there are differences between these estimates, judgments or assumptions and actual results, our financial statements will be affected. The accounting policies that reflect our more significant estimates, judgments and assumptions and which we believe are the most critical to aid in fully understanding and evaluating our reported financial results include: • Revenue Recognition; • Business Combinations; • Goodwill and Intangible Assets-Impairment Assessments; •

FY2023 10-K
Added
Filed Jun 20, 2023

Critical Accounting Policies and Estimates Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP) as set forth in the Financial Accounting Standards Board's Accounting Standards Codification (ASC), and we consider various staff accounting bulletins and other applicable guidance issued by the SEC. GAAP, as set forth within the ASC, requires us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions upon which we rely are reasonable based upon information available to us at the time that these estimates, judgments and assumptions are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities as of the date of the financial statements as well as the reported amounts of revenues and expenses during the periods presented. To the extent that there are differences between these estimates, judgments or assumptions and actual results, our financial statements will be affected. The accounting policies that reflect our more significant estimates, judgments and assumptions and which we believe are the most critical to aid in fully understanding and evaluating our reported financial results include: •Revenue Recognition; •Business Combinations; •Goodwill and Intangible Assets-Impairment Assessments;

reworded Legal and Other Contingencies

FY2022 10-K
Removed
Filed Jun 21, 2022

Legal and Other Contingencies We are currently involved in various claims and legal proceedings. Quarterly, we review the status of each significant matter and assess our potential financial exposure. A description of our accounting policies associated with contingencies assumed as a part of a business combination is provided under "Business Combinations" above. For legal and other contingencies that are not a part of a business combination, we accrue a liability for an estimated loss if the potential loss from any claim or legal proceeding is considered probable, and the amount can be reasonably estimated. Significant judgment is required in both the determination of probability and the determination as to whether the amount of an exposure is reasonably estimable. Because of uncertainties related to these matters, accruals are based only on the best information available at the time the accruals are made. As additional information becomes available, we reassess the potential liability related to our pending claims and 42 litigation and may revise our estimates. Such revisions in the estimates of the potential liabilities could have a material impact on our results of operations and financial position.

FY2023 10-K
Added
Filed Jun 20, 2023

Legal and Other Contingencies We are currently involved in various claims and legal proceedings. Quarterly, we review the status of each significant matter and assess our potential financial exposure. A description of our accounting policies associated with contingencies assumed as a part of a business combination is provided under "Business Combinations" above. For legal and other contingencies that are not a part of a business combination, we accrue a liability for an estimated loss if the potential loss from any claim or legal proceeding is considered probable, and the amount can be reasonably estimated. Significant judgment is required in both the determination of probability and the determination as to whether the amount of an exposure is reasonably estimable. Because of uncertainties related to these matters, accruals are based only on the best information available at the time the accruals are made. As additional information becomes available, we reassess the potential liability related to our pending claims and litigation and may revise our estimates. Such revisions in the estimates of the potential liabilities could have a material impact on our results of operations and financial position. 41

reworded Cloud and License Business

FY2022 10-K
Removed
Filed Jun 21, 2022

Cloud and License Business Our cloud and license business, which represented 85% and 84% of our total revenues in fiscal 2022 and 2021, respectively, markets, sells and delivers a broad spectrum of enterprise applications and infrastructure technologies through our cloud and license offerings. Revenue streams included in our cloud and license business are: •

FY2023 10-K
Added
Filed Jun 20, 2023

Cloud and License Business Our cloud and license business, which represented 83% and 85% of our total revenues in fiscal 2023 and 2022, respectively, markets, sells and delivers a broad spectrum of enterprise applications and infrastructure technologies through our cloud and license offerings. Revenue streams included in our cloud and license business are:

reworded Constant Currency Presentation

FY2022 10-K
Removed
Filed Jun 21, 2022

Constant Currency Presentation Our international operations have provided and are expected to continue to provide a significant portion of each of our businesses' revenues and expenses. As a result, each of our businesses' revenues and expenses and our total revenues and expenses will continue to be affected by changes in the U.S. Dollar against major international currencies. In order to provide a framework for assessing how our underlying businesses performed, excluding the effects of foreign currency rate fluctuations, we compare the percent change in the results from one period to another period in this Annual Report using constant currency disclosure. To present this information, current and comparative prior period results for entities reporting in currencies other than U.S. Dollars are converted into U.S. Dollars at constant exchange rates (i.e., the rates in effect on May 31, 2021, which was the last day of our prior fiscal year) rather than the actual exchange rates in effect during the respective periods. For example, if an entity reporting in Euros had revenues of 1.0 million Euros from products sold on May 31, 2022 and 2021, our financial statements would reflect reported revenues of $1.07 million in fiscal 2022 (using 1.07 as the month-end average exchange rate for the period) and $1.22 million in fiscal 2021 (using 1.22 as the month-end average exchange rate for the period). The constant currency presentation, however, would translate the fiscal 2022 results using the fiscal 2021 exchange rate and indicate, in this example, no change in revenues during the period. In each of the tables below, we present the percent change based on actual, unrounded results in reported currency and in constant currency. 44

FY2023 10-K
Added
Filed Jun 20, 2023

During fiscal 2022, we remitted and recorded $4.7 billion for certain litigation related items that we do not expect to recur in future periods. Constant Currency Presentation Our international operations have provided and are expected to continue to provide a significant portion of each of our businesses' revenues and expenses. As a result, each of our businesses' revenues and expenses and our total revenues and expenses will continue to be affected by changes in the U.S. Dollar against major international currencies. In order to provide a framework for assessing how our underlying businesses performed, excluding the effects of foreign currency rate fluctuations, we compare the percent change in the results from one period to another period in this Annual Report using constant currency disclosure. To present this information, current and comparative prior period results for entities reporting in currencies other than U.S. Dollars are converted into U.S. Dollars at constant exchange rates (i.e., the rates in effect on May 31, 2022, which was the last day of our prior fiscal year) rather than the actual exchange rates in effect during the respective periods. For example, if an entity reporting in Euros had revenues of 1.0 million Euros from products sold on May 31, 2023 and 2022, our financial statements would reflect reported revenues of $1.08 million in fiscal 2023 (using 1.08 as the month-end average exchange rate for the period) and $1.07 million in fiscal 2022 (using 1.07 as the month-end average exchange rate for the period). 42 The constant currency presentation, however, would translate the fiscal 2023 results using the fiscal 2022 exchange rate and indicate, in this example, no change in revenues during the period. In each of the tables below, we present the percent change based on actual, unrounded results in reported currency and in constant currency.

reworded Total Revenues by Geography:

FY2022 10-K
Removed
Filed Jun 21, 2022

Total Revenues and Operating Expenses Year Ended May 31, Percent Change (Dollars in millions) 2022 Actual Constant 2021 Total Revenues by Geography:

FY2023 10-K
Added
Filed Jun 20, 2023

Total Revenues and Operating Expenses Year Ended May 31, Percent Change (Dollars in millions) 2023 Actual Constant 2022 Total Revenues by Geography:

reworded Supplemental Disclosure Related to Certain Charges

FY2022 10-K
Removed
Filed Jun 21, 2022

Supplemental Disclosure Related to Certain Charges To supplement our consolidated financial information, we believe that the following information is helpful to an overall understanding of our past financial performance and prospects for the future. Our operating results reported pursuant to GAAP included the following business combination accounting adjustments and expenses related to acquisitions and certain other expense and income items that affected our GAAP net income: Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

Supplemental Disclosure Related to Certain Charges To supplement our consolidated financial information, we believe that the following information is helpful to an overall understanding of our past financial performance and prospects for the future. Our operating results reported pursuant to GAAP included the following business combination accounting adjustments and expenses related to acquisitions and certain other expense and income items that affected our GAAP net income: Year Ended May 31,

reworded (4)Stock-based compensation was included in the following operating expense line items of our consolidated statements of operations (in millions):

FY2022 10-K
Removed
Filed Jun 21, 2022

(5) Stock-based compensation was included in the following operating expense line items of our consolidated statements of operations (in millions): Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

(4)Stock-based compensation was included in the following operating expense line items of our consolidated statements of operations (in millions): Year Ended May 31,

reworded Index to Financial Statements

FY2022 10-K
Removed
Filed Jun 21, 2022

Index to Financial Statements customers access by entering into a subscription agreement with us for a stated period. Oracle Cloud Services arrangements are generally billed in advance of the cloud services being performed; generally have durations of one to three years; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period of the cloud contract or, in the case of usage model contracts, as the cloud services are consumed over time. • Cloud license and on-premise license revenues, which include revenues from the licensing of our software products including Oracle Applications, Oracle Database, Oracle Middleware and Java, among others, which our customers deploy within cloud-based, on-premise and other IT environments. Our cloud license and on-premise license transactions are generally perpetual in nature and are generally recognized as revenues up front at the point in time when the software is made available to the customer to download and use. Revenues from usage-based royalty arrangements for distinct cloud licenses and on-premise licenses are recognized at the point in time when the software end user usage occurs. The timing of a few large license transactions can substantially affect our quarterly license revenues due to the point-in-time nature of revenue recognition for license transactions, which is different than the typical revenue recognition pattern for our cloud services and license support revenues in which revenues are generally recognized ratably over the contractual terms. Cloud license and on-premise license customers have the option to purchase and renew license support contracts, as further described above. Providing choice and flexibility to our customers as to when and how they deploy Oracle applications and infrastructure technologies are important elements of our corporate strategy. In recent periods, customer demand for our applications and infrastructure technologies delivered through our Oracle Cloud Services has increased. To address customer demand and enable customer choice, we have introduced certain programs for customers to pivot their applications and infrastructure licenses and the related license support to the Oracle Cloud for new deployments and to migrate to and expand with the Oracle Cloud for their existing workloads. The proportion of our cloud services and license support revenues relative to our cloud license and on-premise license revenues, hardware revenues and services revenues has increased and we expect this trend to continue. Cloud services and license support revenues represented 71% of our total revenues during each of fiscal 2022 and 2021 and 70% of our total revenues during fiscal 2020. Our cloud and license business' revenue growth is affected by many factors, including the strength of general economic and business conditions; governmental budgetary constraints; the strategy for and competitive position of our offerings; customer satisfaction with our offerings; the continued renewal of our cloud services and license support customer contracts by the customer contract base; substantially all customers continuing to purchase license support contracts in connection with their license purchases; the pricing of license support contracts sold in connection with the sales of licenses; the pricing, amounts and volumes of licenses and cloud services sold; our ability to manage Oracle Cloud capacity requirements to meet existing and prospective customer demand; and foreign currency rate fluctuations.

FY2023 10-K
Added
Filed Jun 20, 2023

Index to Financial Statements recognized as revenues ratably over the contractual period of the cloud contract or, in the case of usage model contracts, as the cloud services are consumed over time. •Cloud license and on-premise license revenues, which include revenues from the licensing of our software products including Oracle Applications, Oracle Database, Oracle Middleware and Java, among others, which our customers deploy within cloud-based, on-premise or other IT environments. Our cloud license and on-premise license transactions are generally perpetual in nature and are generally recognized as revenues up front at the point in time when the software is made available to the customer to download and use. Revenues from usage-based royalty arrangements for distinct cloud licenses and on-premise licenses are recognized at the point in time when the software end user usage occurs. The timing of a few large license transactions can substantially affect our quarterly license revenues due to the point-in-time nature of revenue recognition for license transactions, which is different than the typical revenue recognition pattern for our cloud services and license support revenues in which revenues are generally recognized ratably over the contractual terms. Cloud license and on-premise license customers have the option to purchase and renew license support contracts, as further described above. Providing choice and flexibility to our customers as to when and how they deploy Oracle applications and infrastructure technologies are important elements of our corporate strategy. In recent periods, customer demand for our applications and infrastructure technologies delivered through our Oracle Cloud Services has increased. To address customer demand and enable customer choice, we have introduced certain programs for customers to pivot their applications and infrastructure licenses and the related license support to the Oracle Cloud for new deployments and to migrate to and expand with the Oracle Cloud for their existing workloads. The proportion of our cloud services revenues relative to our total revenues has increased and we expect this trend to continue. Cloud services revenues represented 32%, 25% and 22% of our total revenues during fiscal 2023, 2022 and 2021, respectively. Our cloud and license business' revenue growth is affected by many factors, including the strength of general economic and business conditions; governmental budgetary constraints; the strategy for and competitive position of our offerings; customer satisfaction with our offerings; the continued renewal of our cloud services and license support customer contracts by the customer contract base; substantially all customers continuing to purchase license support contracts in connection with their license purchases; the pricing of license support contracts sold in connection with the sales of licenses; the pricing, amounts and volumes of licenses and cloud services sold; our ability to manage Oracle Cloud capacity requirements to meet existing and prospective customer demand; and foreign currency rate fluctuations.

reworded •expected growth in our cloud services and license support offerings; and

FY2022 10-K
Removed
Filed Jun 21, 2022

On a constant currency basis, we expect that our total cloud and license revenues generally will continue to increase due to: • expected growth in our cloud services and license support offerings; and •

FY2023 10-K
Added
Filed Jun 20, 2023

On a constant currency basis, we expect that our total cloud and license revenues generally will continue to increase due to: •expected growth in our cloud services and license support offerings; and

reworded (1)Excluding stock-based compensation

FY2022 10-K
Removed
Filed Jun 21, 2022

245 79% 79% 136 Total expenses $ 1,317 5% 6% $ 1,254 % of Total Revenues 3% 3% (1) Excluding stock-based compensation Excluding the effects of foreign currency rate fluctuations, total general and administrative expenses increased in fiscal 2022 primarily due to higher stock-based compensation expenses. This constant currency expense increase was partially offset by an allocation of gains from fiscal 2022 operating asset sales as described above. Amortization of Intangible Assets: Substantially all of our intangible assets were acquired through our business combinations. We amortize our intangible assets over, and monitor the appropriateness of, the estimated useful lives of these assets. We also periodically review these intangible assets for potential impairment based upon relevant facts and circumstances. Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report has additional information regarding our intangible assets and related amortization. Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

363 48% 48% 245 Total expenses $ 1,579 20% 23% $ 1,317 % of Total Revenues 3% 3% (1)Excluding stock-based compensation Excluding the effects of foreign currency rate fluctuations, total general and administrative expenses increased in fiscal 2023 relative to fiscal 2022 primarily due to additional operating expenses due to our acquisition of Cerner and higher stock-based compensation expenses. In addition, an allocation of gains from operating asset sales during fiscal 2022 decreased our expenses during that period, with no comparable transaction in fiscal 2023. Amortization of Intangible Assets: Substantially all of our intangible assets were acquired through our business combinations. We amortize our intangible assets over, and monitor the appropriateness of, the estimated useful lives of these assets. We also periodically review these intangible assets for potential impairment based upon relevant facts and circumstances. Refer to Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for additional information regarding our intangible assets and related amortization. Year Ended May 31,

reworded * Not meaningful

FY2022 10-K
Removed
Filed Jun 21, 2022

592 -11% -11% 669 Other 83 -7% -7% 89 Total amortization of intangible assets $ 1,150 -17% -17% $ 1,379 Amortization of intangible assets decreased in fiscal 2022 due to a reduction in expenses associated with certain of our intangible assets that became fully amortized, partially offset by a smaller amount of additional amortization from intangible assets that we acquired in connection with our recent acquisitions. Acquisition Related and Other Expenses: Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net. 51 Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

3,582 212% 212% $ 1,150 * Not meaningful Amortization of intangible assets increased in fiscal 2023 relative to fiscal 2022 due to additional amortization from intangible assets that we acquired in recent periods, primarily from our acquisition of Cerner, partially offset by a reduction in expenses associated with certain of our intangible assets that became fully amortized. Acquisition Related and Other Expenses: Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net. Year Ended May 31,

reworded 191

FY2022 10-K
Removed
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021 Restructuring expenses $ 191 -56% -56% $ 431 Restructuring expenses in fiscal 2022 primarily related to our 2022 Restructuring Plan. Restructuring expenses in fiscal 2021 primarily related to our 2019 Restructuring Plan, which is substantially complete. Our management approved, committed to and initiated the 2022 Restructuring Plan and the 2019 Restructuring Plan in order to restructure and further improve efficiencies in our operations. We may incur additional restructuring expenses in future periods due to the initiation of new restructuring plans or from changes in estimated costs associated with existing restructuring plans. The majority of the initiatives undertaken by our 2022 Restructuring Plan were effected to implement our continued emphasis in developing, marketing, selling and delivering our cloud-based offerings. Certain of the cost savings realized pursuant to our 2022 Restructuring Plan initiatives were offset by investments in resources and geographies that better address the development, marketing, sale and delivery of our cloud‑based offerings including investments in the development and delivery of our second‑generation cloud infrastructure.

FY2023 10-K
Added
Filed Jun 20, 2023

Percent Change (Dollars in millions) 2023 Actual Constant 2022 Restructuring expenses $ 490 157% 151% $ 191 Restructuring expenses in fiscal 2023 and 2022 primarily related to our 2022 Restructuring Plan. Our management approved, committed to and initiated the 2022 Restructuring Plan in order to restructure and further improve efficiencies in our operations. We may incur additional restructuring expenses in future periods due to the initiation of new restructuring plans or from changes in estimated costs associated with existing restructuring plans. The majority of the initiatives undertaken by our 2022 Restructuring Plan were effected to implement our continued emphasis in developing, marketing, selling and delivering our cloud-based offerings. Certain of the cost savings realized pursuant to our 2022 Restructuring Plan initiatives were offset by investments in resources and geographies that better address the development, marketing, sale and delivery of our cloud-based offerings, including investments in the development and delivery of our second-generation cloud infrastructure.

reworded (522

FY2022 10-K
Removed
Filed Jun 21, 2022

(86 ) * * 211 Total non-operating (expenses) income, net $ (522 ) * * $ 282 * Not meaningful In constant currency, we incurred non-operating expenses, net in fiscal 2022 in comparison to non-operating income, net that we recorded in fiscal 2021. Non-operating expenses, net increased during fiscal 2022 primarily due to higher net foreign currency losses; higher net losses from equity investments, primarily due to an unrealized gain of $299 million recorded in fiscal 2021 for certain non-marketable equity securities with no such corresponding gain recorded in fiscal 2022; higher losses in fiscal 2022 associated with equity investments for which we follow the equity method of accounting; and higher other expense, net, which was primarily attributable to higher unrealized investment losses associated with certain marketable equity securities that we held for employee benefit plans, and for which an equal and offsetting amount was recorded to our operating expenses during the same period. (Provision for) Benefit from Income Taxes: Our effective income tax rates for each of the periods presented were the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. Refer to Note 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a discussion regarding the differences between the effective income tax rates as presented for the periods below and the U.S. federal statutory income tax rates that were in effect during these periods. Future effective tax rates could be adversely affected by an unfavorable shift of earnings weighted to jurisdictions with higher tax rates, by unfavorable changes in tax laws and regulations, by adverse rulings in tax related litigation, or by shortfalls in stock-based compensation realized by employees relative to stock-based compensation that was recorded for book purposes, among others. Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

122% 123% (147 ) Other losses, net (6 ) -92% -92% (86 ) Total non-operating expenses, net $ (462 ) -12% -12% $ (522 ) Our non-operating expenses, net decreased during fiscal 2023 relative to fiscal 2022 primarily due to higher interest income due to higher average interest rates that were applicable to our cash, cash equivalent and marketable securities balances; and lower other losses, net, which was primarily attributable to higher unrealized investment gain associated with certain marketable equity securities that we held for employee benefit plans, and for which an equal and offsetting amount was recorded to our operating expenses during the same period. These decreases were partially offset by higher net losses associated with equity investments and higher foreign currency losses. Provision for Income Taxes: Our effective income tax rates for each of the periods presented were the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. Refer to Note 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a discussion regarding the differences between the effective income tax rates as presented for the periods below and the U.S. federal statutory income tax rates that were in effect during these periods. Future effective tax rates could be adversely affected by an unfavorable shift of earnings weighted to jurisdictions with higher tax rates, by unfavorable changes in tax laws and regulations, by adverse rulings in tax related litigation, or by shortfalls in stock-based compensation realized by employees relative to stock-based compensation that was recorded for book purposes, among others. Year Ended May 31,

reworded * Not meaningful

FY2022 10-K
Removed
Filed Jun 21, 2022

11,220 * $ (13,098 ) Net cash used for financing activities $ (29,126 ) 181% $ (10,378 ) * Not meaningful Cash flows from operating activities: Our largest source of operating cash flows is cash collections from our customers following the purchase and renewal of their license support agreements. Payments from customers for these license support agreements are generally received near the beginning of the contracts' terms, which are generally one year in length. Over the course of a fiscal year, we also have historically generated cash from the sales of new licenses, cloud services, hardware offerings and other services. Our primary uses of cash from operating activities are typically for employee related expenditures, material and manufacturing costs related to the production of our hardware products, taxes, interest payments and leased facilities. Net cash provided by operating activities decreased during fiscal 2022 compared to fiscal 2021 primarily due to lower net income that was primarily the result of cash payments made in connection with certain litigation related charges that we generally do not expect to recur and certain other cash unfavorable working capital changes, net, in each case during fiscal 2022 in comparison to fiscal 2021. Cash flows from investing activities: The changes in cash flows from investing activities primarily relate to the timing of our purchases, maturities and sales of our investments in marketable securities, and investments in capital and other assets, including certain intangible assets, to support our growth. Net cash provided by investing activities was $11.2 billion during fiscal 2022 in comparison to net cash used for investing activities of $13.1 billion during fiscal 2021. The increase in net cash provided by investing activities during fiscal 2022 was primarily due to a decrease in the cash used for the purchases of marketable securities and 54 other investments, partially offset by a decrease in cash proceeds from sales and maturities of marketable securities and other investments and an increase in cash used for capital expenditures, in each case during fiscal 2022 in comparison to fiscal 2021. Cash flows from financing activities: The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments, stock repurchases, dividend payments and net proceeds related to employee stock programs. Net cash used for financing activities during fiscal 2022 increased compared to fiscal 2021 primarily due to an issuance of $15.0 billion of senior notes in fiscal 2021 with no corresponding issuance of senior notes in fiscal 2022, higher debt repayments, higher net cash used for our employee stock program, and higher payments of dividends, partially offset by lower stock repurchases, in each case during fiscal 2022 in comparison to fiscal 2021. Free cash flow: To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flows generated from our operations. We believe that free cash flow is also useful as one of the bases for comparing our performance with our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flow as follows: Year Ended May 31,

FY2023 10-K
Added
Filed Jun 20, 2023

(36,484 ) * $ 11,220 Net cash provided by (used for) financing activities $ 7,910 * $ (29,126 ) * Not meaningful Cash flows from operating activities: Our largest source of operating cash flows is cash collections from our customers following the purchase and renewal of their license support agreements. Payments from customers for these license support agreements are generally received near the beginning of the contracts' terms, which are generally one year in length. Over the course of a fiscal year, we also have historically generated cash from the sales of new licenses, cloud services, hardware offerings and other services. Our primary uses of cash from operating activities are typically for employee related expenditures, material and manufacturing costs related to the production of our hardware products, taxes, interest payments and leased facilities. Net cash provided by operating activities increased during fiscal 2023 compared to fiscal 2022 primarily due to higher net income that was primarily due to the absence of certain litigation related charges recorded during fiscal 2022 that we generally do not expect to recur and certain cash favorable working capital changes, net in fiscal 2023 relative to fiscal 2022. Cash flows from investing activities: The changes in cash flows from investing activities primarily relate to our acquisitions, the timing of our purchases, maturities and sales of our investments in marketable securities, and investments in capital and other assets, including certain intangible assets, to support our growth. Net cash used for investing activities was $36.5 billion during fiscal 2023 compared to net cash provided by investing activities of $11.2 billion during fiscal 2022. The increase in net cash used for investing activities during fiscal 2023 was primarily due to the cash used for our acquisition of Cerner, an increase in cash used for capital expenditures and a decrease in cash proceeds from sales and maturities of marketable securities and other investments, partially offset by a decrease in cash used for the purchases of marketable securities and other investments, in each case relative to fiscal 2022. 52 Cash flows from financing activities: The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments, stock repurchases, dividend payments and net proceeds related to employee stock programs. Net cash provided by financing activities was $7.9 billion during fiscal 2023 compared to the net cash used for financing activities of $29.1 billion in fiscal 2022. The increase in net cash provided by financing activities was primarily due to the net cash proceeds from borrowings pursuant to the Term Loan Credit Agreement and the issuance of senior notes and commercial paper notes, net of repayments; lower stock repurchases; lower maturities of senior notes and higher net cash from our employee stock program, in each case during fiscal 2023 relative to fiscal 2022. During fiscal 2023, we also borrowed $15.7 billion pursuant to the Bridge Credit Agreement which was fully repaid within the same period. Free cash flow: To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flows generated from our operations. We believe that free cash flow is also useful as one of the bases for comparing our performance with our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flow as follows: Year Ended May 31,

reworded •other contractual commitments associated with agreements that are enforceable and legally binding.

FY2022 10-K
Removed
Filed Jun 21, 2022

operating lease liabilities that are included in our consolidated balance sheet; and • other contractual commitments associated with agreements that are enforceable and legally binding. In addition, as of May 31, 2022, we had $8.9 billion of gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities, although we believe it is reasonably possible that certain of these liabilities could be settled or released during fiscal 2023. We are involved in claims and legal proceedings, which are inherently uncertain with respect to outcomes, estimates and assumptions that we make as of each reporting period, are inherently unpredictable, and many aspects are out of our control. Notes 2, 7, 13 and 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report include additional information regarding our most material contractual obligations and contingencies. We believe that our current cash, cash equivalents and marketable securities balances, cash generated from operations, and the Revolving Credit Agreement and the Bridge Credit Agreement will be sufficient to meet our working capital, capital expenditures and contractual obligations requirements. In addition, we believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash equivalents and marketable securities, cash generated from operations, additional borrowings or from the issuance of additional securities.

FY2023 10-K
Added
Filed Jun 20, 2023

•operating lease liabilities that are included in our consolidated balance sheet; and •other contractual commitments associated with agreements that are enforceable and legally binding. In addition, as of May 31, 2023, we had $9.4 billion of gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities, although we believe it is reasonably possible that certain of these liabilities could be settled or released during fiscal 2024. We are involved in claims and legal proceedings, which are inherently uncertain with respect to outcomes, estimates and assumptions that we make as of each reporting period, are inherently unpredictable, and many aspects are out of our control. Notes 2, 7, 13 and 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report include additional information regarding our most material contractual obligations and contingencies. We believe that our current cash, cash equivalents and marketable securities balances, cash generated from operations, and our $6.0 billion, five-year revolving credit agreement will be sufficient to meet our working capital, 54 capital expenditures and contractual obligations requirements. In addition, we believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash equivalents and marketable securities, cash generated from operations, additional borrowings or from the issuance of additional securities.

reworded Stock-Based Awards

FY2022 10-K
Removed
Filed Jun 21, 2022

Stock-Based Awards Our stock-based compensation program is a key component of the compensation package we provide to attract and retain certain of our talented employees and align their interests with the interests of existing stockholders. We recognize that stock-based awards dilute existing stockholders and have sought to control the number of stock-based awards granted while providing competitive compensation packages. Consistent with these dual goals, our cumulative potential dilution since June 1, 2019 has been a weighted-average annualized rate of 1.3% per year. The potential dilution percentage is calculated as the average annualized new stock-based awards granted and assumed, net of stock-based awards forfeited by employees leaving the company, divided by the weighted-average outstanding shares during the calculation period. This maximum potential dilution will only result if all stock-based awards vest and, if applicable, are exercised. Of the outstanding stock options at May 31, 2022, which generally have a ten-year exercise period, all have exercise prices lower than the market price of our common stock on such date. In recent years, our stock repurchase program has more than offset the dilutive effect of our stock-based compensation program. However, we may modify the levels of our stock repurchases in the future depending on a number of factors, including the amount of cash we have available for acquisitions, to pay dividends, to repay or repurchase indebtedness or for other purposes. As of May 31, 2022, the maximum potential dilution from all outstanding stock-based awards, regardless of when granted and regardless of whether vested or unvested, was 8.4%. During fiscal 2022, the Compensation Committee of the Board of Directors reviewed and approved the annual organization-wide stock-based award grants to selected employees; all stock-based award grants to senior officers; and any individual grant of restricted stock units of 62,500 or greater. Each member of a separate executive officer committee, referred to as the Plan Committee, was allocated a fiscal 2022 equity budget that could be used throughout the fiscal year to grant equity within his or her organization, subject to certain limitations established by the Compensation Committee. 56

FY2023 10-K
Added
Filed Jun 20, 2023

Stock-Based Awards Our stock-based compensation program is a key component of the compensation package we provide to attract and retain certain of our talented employees and align their interests with the interests of existing stockholders. We recognize that stock-based awards dilute existing stockholders and have sought to control the number of stock-based awards granted while providing competitive compensation packages. Consistent with these dual goals, our cumulative potential dilution since June 1, 2020 has been an annualized rate of 1.8% per year. The potential dilution percentage is calculated as the average annualized new stock-based awards granted and assumed, net of stock-based awards forfeited by employees leaving the company, divided by the weighted-average outstanding shares during the calculation period. This maximum potential dilution will only result if all stock-based awards vest and, if applicable, are exercised. Of the outstanding stock options at May 31, 2023, which generally have a ten-year exercise period, all have exercise prices lower than the market price of our common stock on such date. In recent years, our stock repurchase program has more than offset the dilutive effect of our stock-based compensation program. However, we may modify the levels of our stock repurchases in the future depending on a number of factors, including the amount of cash we have available for acquisitions, to pay dividends, to repay or repurchase indebtedness or for other purposes. As of May 31, 2023, the maximum potential dilution from all outstanding stock-based awards, regardless of when granted and regardless of whether vested or unvested, was 8.0%. During fiscal 2023, the Compensation Committee of the Board of Directors reviewed and approved the annual organization-wide stock-based award grants to selected employees; all stock-based award grants to senior officers; and any individual grant of restricted stock units of 62,500 or greater. Each member of a separate executive officer committee, referred to as the Plan Committee, was allocated a fiscal 2023 equity budget that could be used throughout the fiscal year to grant equity within his or her organization, subject to certain limitations established by the Compensation Committee.

reworded Stock-based awards outstanding at May 31, 2020

FY2022 10-K
Removed
Filed Jun 21, 2022

Stock-based awards activity from June 1, 2019 through May 31, 2022 is summarized as follows (shares in millions): Stock-based awards outstanding at May 31, 2019

FY2023 10-K
Added
Filed Jun 20, 2023

Stock-based awards activity from June 1, 2020 through May 31, 2023 is summarized as follows (shares in millions): Stock-based awards outstanding at May 31, 2020

reworded Forfeitures, cancellations and other, net

FY2022 10-K
Removed
Filed Jun 21, 2022

321 Stock-based awards granted and assumed 169 Stock-based awards vested and issued and, if applicable, exercised (211 ) Forfeitures, cancellations and other, net

FY2023 10-K
Added
Filed Jun 20, 2023

277 Stock-based awards granted and assumed 200 Stock-based awards vested and issued and, if applicable, exercised (212 ) Forfeitures, cancellations and other, net

reworded Annualized stock-based awards granted and assumed, net of forfeitures and cancellations

FY2022 10-K
Removed
Filed Jun 21, 2022

(54 ) Stock-based awards outstanding at May 31, 2022 225 Weighted-average annualized stock-based awards granted and assumed, net of forfeitures and cancellations 39

FY2023 10-K
Added
Filed Jun 20, 2023

(49 ) Stock-based awards outstanding at May 31, 2023 216 Annualized stock-based awards granted and assumed, net of forfeitures and cancellations 51

reworded Basic weighted-average shares outstanding from June 1, 2020 through May 31, 2023

FY2022 10-K
Removed
Filed Jun 21, 2022

Weighted-average annualized stock repurchases (292 ) Shares outstanding at May 31, 2022 2,665 Basic weighted-average shares outstanding from June 1, 2019 through May 31, 2022

FY2023 10-K
Added
Filed Jun 20, 2023

Annualized stock repurchases (177 ) Shares outstanding at May 31, 2023 2,713 Basic weighted-average shares outstanding from June 1, 2020 through May 31, 2023

reworded 8.0%

FY2022 10-K
Removed
Filed Jun 21, 2022

2,952 Stock-based awards outstanding as a percent of shares outstanding at May 31, 2022 8.4% Total in the money stock-based awards outstanding (based on the closing price of our common stock on the last trading day of fiscal 2022) as a percent of shares outstanding at May 31, 2022

FY2023 10-K
Added
Filed Jun 20, 2023

2,780 Stock-based awards outstanding as a percent of shares outstanding at May 31, 2023 8.0% Total in the money stock-based awards outstanding (based on the closing price of our common stock on the last trading day of fiscal 2023) as a percent of shares outstanding at May 31, 2023

reworded 8.0%

FY2022 10-K
Removed
Filed Jun 21, 2022

8.4% Weighted-average annualized stock-based awards granted and assumed, net of forfeitures and cancellations and before stock repurchases, as a percent of weighted-average shares outstanding from June 1, 2019 through May 31, 2022

FY2023 10-K
Added
Filed Jun 20, 2023

8.0% Annualized stock-based awards granted and assumed, net of forfeitures and cancellations and before stock repurchases, as a percent of weighted-average shares outstanding from June 1, 2020 through May 31, 2023

reworded Services Business

FY2022 10-K
Removed
Filed Jun 21, 2022

Services Business Our services business, which represented 8% of our total revenues in each of fiscal 2022 and 2021, helps customers and partners maximize the performance of their investments in Oracle applications and infrastructure technologies. We believe that our services are differentiated based on our focus on Oracle technologies, extensive experience, broad sets of intellectual property and best practices. Our services offerings include consulting services and advanced customer services. Our services business has lower margins than our cloud and license and hardware businesses. Our services revenues are affected by many factors including our strategy for, and the competitive position of, our services; customer demand for our cloud and license and hardware offerings and the related services that we may market and sell in connection with these offerings; general economic conditions; 38 governmental budgetary constraints; personnel reductions in our customers' IT departments; tighter controls over customer discretionary spending; and foreign currency rate fluctuations.

FY2023 10-K
Added
Filed Jun 20, 2023

Services Business Our services business, which represented 11% and 8% of our total revenues in fiscal 2023 and 2022, respectively, helps customers and partners maximize the performance of their investments in Oracle applications and infrastructure technologies. We believe that our services are differentiated based on our focus on Oracle technologies, extensive experience, broad sets of intellectual property and best practices. Our services offerings include consulting services and advanced customer services. Our services business has lower margins than our cloud and license and hardware businesses. Our services revenues are affected by many factors including our strategy for, and the competitive position of, our services; customer demand for our cloud and license and hardware offerings and the related services that we may market and sell in connection with these offerings; general economic conditions; governmental budgetary constraints; personnel reductions in our customers' IT departments; tighter controls over customer discretionary spending; and foreign currency rate fluctuations. 37

reworded Recent Accounting Pronouncements

FY2022 10-K
Removed
Filed Jun 21, 2022

-8.6% Recent Accounting Pronouncements For information with respect to recent accounting pronouncements, if any, and the impact of these pronouncements on our consolidated financial statements, if any, see Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

FY2023 10-K
Added
Filed Jun 20, 2023

-4.5% Recent Accounting Pronouncements For information with respect to recent accounting pronouncements, if any, and the impact of these pronouncements on our consolidated financial statements, if any, see Note 1 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

  FY2021 → FY2022 Text Diffs 

Side-by-side against the previous Management Discussions.

escalated Presentation of Operating Segment Results and Other Financial Information

FY2021 10-K
Removed
Filed Jun 21, 2021

Results of Operations Presentation of Operating Segment Results and Other Financial Information In our fiscal 2021 compared to fiscal 2020 results of operations discussion below, we provide an overview of our total consolidated revenues, total consolidated operating expenses and total consolidated operating margin, all of which are presented on a GAAP basis. We also present a GAAP-based discussion below for substantially all of the other expense items as presented in our consolidated statements of operations that are not directly attributable to our three businesses. In addition, we discuss below the fiscal 2021 compared to fiscal 2020 results of each of our three businesses-cloud and license, hardware and services-which are our operating segments as defined pursuant to ASC 280, Segment Reporting. The financial reporting for our three businesses that is presented below is presented in a manner that is consistent with that used by our CODMs. Our operating segment presentation below reflects revenues, direct costs and sales and marketing expenses that correspond to and are directly attributable to each of our three businesses. We also utilize these inputs to calculate and present a segment margin for each of our three businesses in the discussion below. Consistent with our internal management reporting processes, the below operating segment presentation is noted to include any revenues adjustments related to cloud services and license support contracts that would have otherwise been recorded by the acquired businesses as independent entities but were not recognized in our consolidated statements of operations for the periods presented due to business combination accounting requirements. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of these items and Note 15 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a reconciliation of the summations of our total operating segment revenues as presented in the discussion below to total revenues as presented per our consolidated statements of operations for all periods presented. In addition, research and development expenses, general and administrative expenses, stock-based compensation expenses, amortization of intangible assets, certain other expense allocations, acquisition related and other expenses, restructuring expenses, interest expense, non-operating expenses or income, net and provision for income taxes are not attributed to our three operating segments because our management does not view the performance of our three businesses including such items and/or it is impractical to do so. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of certain of these items and Note 15 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a reconciliation of the summations of total segment margin as presented in the discussion below to total income before provision for income taxes as presented per our consolidated statements of operations for all periods presented. We experienced COVID-19 related impacts to our business during fiscal 2021 and 2020. Certain of these historical impacts on our operating results are further discussed below. Any future impacts are currently unknown. Separately, as described further below and in Notes 1 and 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report, we recorded a $2.3 billion non-recurring net deferred tax benefit during fiscal 2021 that related to a partial realignment of our legal entity structure that resulted in the intra-group transfer of certain intellectual property rights.

FY2022 10-K
Added
Filed Jun 21, 2022

Presentation of Operating Segment Results and Other Financial Information In our fiscal 2022 compared to fiscal 2021 results of operations discussion below, we provide an overview of our total consolidated revenues, total consolidated operating expenses and total consolidated operating margin, all of which are presented on a GAAP basis. We also present a GAAP-based discussion below for substantially all of the other expense items as presented in our consolidated statements of operations that are not directly attributable to our three businesses. In addition, we discuss below the fiscal 2022 compared to fiscal 2021 results of each of our three businesses-cloud and license, hardware and services-which are our operating segments as defined pursuant to ASC 280, Segment Reporting. The financial reporting for our three businesses that is presented below is presented in a manner that is consistent with that used by our CODMs. Our operating segment presentation below reflects revenues, direct costs and sales and marketing expenses that correspond to and are directly attributable to each of our three businesses. We also utilize these inputs to calculate and present a segment margin for each of our three businesses in the discussion below. Consistent with our internal management reporting processes, the below operating segment presentation for fiscal 2021 is noted to include any revenues adjustments related to cloud services and license support contracts that would have otherwise been recorded by the acquired businesses as independent entities but were not recognized in our consolidated statements of operations for fiscal 2021 due to certain business combination accounting requirements that were eliminated in fiscal 2022. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of these items and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a reconciliation of the summations of our total operating segment revenues as presented in the discussion below to total revenues as presented per our consolidated statements of operations for fiscal 2021. In addition, research and development expenses, general and administrative expenses, stock-based compensation expenses, amortization of intangible assets, certain other expense allocations, acquisition related and other expenses, restructuring expenses, interest expense, non-operating expenses or income, net and (provision for) benefit from income taxes are not attributed to our three operating segments because our management does not view the performance of our three businesses including such items and/or it is impracticable to do so. Refer to "Supplemental Disclosure Related to Certain Charges" below for additional discussion of certain of these items and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a 43 reconciliation of the summations of total segment margin as presented in the discussion below to total income before income taxes as presented per our consolidated statements of operations for fiscal 2022 and 2021. We experienced COVID-19 related impacts to our businesses during fiscal 2022 and 2021. Certain of these historical impacts to our operating results are further discussed below. Any future impacts are currently unknown. Separately, • as described further below and in Note 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report, we remitted and recorded $4.7 billion for certain litigation related charges during fiscal 2022; • as described further above, Oracle withdrew its operations from the Russian Federation and the Republic of Belarus in March 2022. Oracle recorded fiscal 2022 revenues of $248 million from these two countries, a reduction of $118 million relative to fiscal 2021. No revenues are expected to be recognized from these two countries prospectively; and • as described further below and in Notes 1 and 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report, we recorded a $2.3 billion one-time net deferred tax benefit during fiscal 2021 that related to a partial realignment of our legal entity structure that resulted in the intra-group transfer of certain intellectual property rights.

escalated Cloud services and license support revenues, which include:

FY2021 10-K
Removed
Filed Jun 21, 2021

Cloud services and license support revenues, which include: o license support revenues, which are earned by providing Oracle license support services to customers that have elected to purchase support services in connection with the purchase of Oracle applications and infrastructure software licenses for use in cloud, on-premise and other IT environments. Substantially all license support customers renew their support contracts with us upon expiration in order to continue to benefit from technical support services and the periodic issuance of unspecified updates and enhancements, which current license support customers are entitled to receive. License support contracts are generally priced as a percentage of the net fees paid by the customer to purchase a cloud license and/or on-premise license; are generally billed in advance of the support services being performed; are generally renewed at the customer's option; and are generally

FY2022 10-K
Added
Filed Jun 21, 2022

Cloud services and license support revenues, which include: o license support revenues, which are earned by providing Oracle license support services to customers that have elected to purchase support services in connection with the purchase of Oracle applications and infrastructure software licenses for use in cloud, on-premise and other IT environments. Substantially all license support customers renew their support contracts with us upon expiration in order to continue to benefit from technical support services and the periodic issuance of unspecified updates and enhancements, which current license support customers are entitled to receive. License support contracts are generally priced as a percentage of the net fees paid by the customer to purchase a cloud license and/or on-premise license; are generally billed in advance of the support services being performed; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period that the support services are provided, which is generally one year; and o cloud services revenues, which provide customers access to Oracle Cloud applications and infrastructure technologies via cloud-based deployment models that Oracle develops, provides unspecified updates and enhancements for, deploys, hosts, manages and supports and that

escalated (4)

FY2021 10-K
Removed
Filed Jun 21, 2021

(4) Restructuring expenses during fiscal 2021 and 2020 primarily related to employee severance in connection with our 2019 Restructuring Plan. Additional information regarding certain of our restructuring plans is provided in management's discussion below under "Restructuring Expenses" and in Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.

FY2022 10-K
Added
Filed Jun 21, 2022

(4) Restructuring expenses during fiscal 2022 primarily related to employee severance in connection with our Fiscal 2022 Oracle Restructuring Plan (2022 Restructuring Plan). Restructuring expenses during fiscal 2021 primarily related to employee severance in connection with our Fiscal 2019 Oracle Restructuring Plan (2019 Restructuring Plan). Additional information regarding certain of our restructuring plans is provided in management's discussion below under "Restructuring Expenses," and in Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. 46

escalated continued demand for our cloud license and on-premise license offerings.

FY2021 10-K
Removed
Filed Jun 21, 2021

continued demand for our cloud license and on-premise license offerings. We believe these factors should contribute to future growth in our cloud and license business' total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and license products and services.

FY2022 10-K
Added
Filed Jun 21, 2022

continued demand for our cloud license and on-premise license offerings. We believe these factors should contribute to future growth in our cloud and license business' total revenues, which should enable us to continue to make investments in research and development and our cloud operations to develop, improve, increase the capacity of and expand the geographic footprint of our cloud and license products and services. Our cloud and license business' margin has historically trended upward over the course of the four quarters within a particular fiscal year due to the historical upward trend of our cloud and license business' revenues over those quarterly periods and because the majority of our costs for this business are generally fixed in the short term. The historical upward trend of our cloud and license business' revenues over the course of the four quarters within a particular fiscal year is primarily due to the addition of new cloud services and license support contracts to the

escalated Not meaningful

FY2021 10-K
Removed
Filed Jun 21, 2021

(5.7%) 16.0% * Not meaningful 52 We recognized a benefit from income taxes in fiscal 2021 in comparison to income tax expense in fiscal 2020 primarily due to the favorable impact of a $2.3 billion net tax benefit arising from an increase in a net deferred tax asset associated with a partial realignment of our legal entity structure that resulted in the intra-group transfer of certain intellectual property rights in fiscal 2021 and, to a lesser extent, a net change in unrecognized tax benefits due to settlements with tax authorities and an increase in excess tax benefits related to stock-based compensation expense, partially offset by an unfavorable jurisdictional mix of earnings and higher pre-tax income in fiscal 2021.

FY2022 10-K
Added
Filed Jun 21, 2022

12.2% (5.7%) * Not meaningful Provision for income taxes increased during fiscal 2022 compared to fiscal 2021, primarily due to the absence of a favorable impact of $2.3 billion net tax benefit arising from an increase in a net deferred tax asset associated with a partial realignment of our legal entity structure that resulted in the intra-group transfer of certain intellectual property rights in fiscal 2021. This unfavorable variance was partially offset by lower income taxes of $824 million associated with lower pre-tax income in fiscal 2022 that was primarily attributable to certain litigation related charges as further described in Note 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report and, to a much lesser extent, a favorable jurisdictional mix of earnings partially offset by a decrease in unrecognized tax benefits due to settlements with tax authorities and other events. 53

escalated Contractual Obligations: Our largest contractual obligations as of May 31, 2022 consisted of:

FY2021 10-K
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Filed Jun 21, 2021

Contractual Obligations: Our largest contractual obligations as of May 31, 2021 consisted of: • principal payments related to our senior notes and other borrowings that are included in our consolidated balance sheet and the related periodic interest payments; • routine tax payments including those that are payable pursuant to the transition tax under the U.S. Tax Cuts and Jobs Act of 2017 that are included in our consolidated balance sheet; •

FY2022 10-K
Added
Filed Jun 21, 2022

Contractual Obligations: Our largest contractual obligations as of May 31, 2022 consisted of: • principal payments related to our senior notes and other borrowings that are included in our consolidated balance sheet and the related periodic interest payments; • our acquisition of Cerner, which closed on June 8, 2022 and for which we borrowed $15.7 billion on the same day pursuant to the Bridge Credit Agreement; • routine tax payments including those that are payable pursuant to the transition tax under the U.S. Tax Cuts and Jobs Act of 2017 that are included in our consolidated balance sheet; •

de-emphasised (1)

FY2021 10-K
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Filed Jun 21, 2021

Americas 49% 51% EMEA 30% 29% Asia Pacific 21% 20% (1) Excludes stock-based compensation and certain expense allocations. Also excludes amortization of intangible assets and certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segments and Other Financial Information" above. Our constant currency hardware revenues declined in fiscal 2021 relative to fiscal 2020 primarily due to our continued emphasis on the marketing and sale of our growing cloud-based infrastructure technologies and the de- 48 emphasis of our sales and marketing efforts for certain of our non-strategic hardware products and related support services, the net impact of which resulted in reduced sales volumes of certain of our hardware product lines and also impacted the volume of hardware support contracts sold in recent periods. Our hardware business' revenues were also adversely impacted during fiscal 2021 and 2020 by the unfavorable economic effects caused by COVID-19. Geographically, we experienced constant currency revenue declines in all regions during fiscal 2021, other than Asia Pacific. Excluding the effects of currency rate fluctuations, total hardware expenses decreased in fiscal 2021 compared to fiscal 2020 primarily due to lower hardware product expenses, lower hardware support costs and lower sales and marketing costs, all of which aligned to lower hardware revenues. In constant currency, our hardware business' total margin and total margin as a percentage of revenues increased in fiscal 2021 compared to fiscal 2020 primarily due to lower total expenses for this business.

FY2022 10-K
Added
Filed Jun 21, 2022

Americas 49% 49% EMEA 30% 30% Asia Pacific 21% 21% (1) Excludes stock-based compensation and certain expense allocations. Also excludes amortization of intangible assets and certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segments and Other Financial Information" above. Our constant currency hardware revenues decreased in fiscal 2022 relative to fiscal 2021, primarily due to our continued emphasis on the marketing and sale of our cloud-based infrastructure technologies and strategic hardware offerings and the de-emphasis of our sales and marketing efforts for certain of our nonstrategic hardware products, which resulted in reduced sales volumes of certain of our hardware product lines and also 49 impacted the volume of hardware support contracts sold in recent periods. Our hardware business' revenues were also adversely impacted during fiscal 2022 and 2021 due to the impacts of the COVID-19 pandemic, including global supply chain shortages for technology components that resulted in certain manufacturing delays, and any such prospective impacts are unknown. Geographically, we experienced constant currency revenue declines in the Americas and the Asia Pacific regions during fiscal 2022, partially offset by constant currency revenue increases in the EMEA region.

de-emphasised (1)

FY2021 10-K
Removed
Filed Jun 21, 2021

450 Total Margin % 21% 14% % Revenues by Geography: Americas 46% 48% EMEA 32% 32% Asia Pacific 22% 20% (1) Excludes stock-based compensation and certain allocations. Also excludes certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segments and Other Financial Information" above. Excluding the effects of currency rate fluctuations, our total services revenues decreased in fiscal 2021 relative to fiscal 2020 primarily due to a decline in our consulting revenues. Our services business revenues were also adversely impacted during fiscal 2021 and 2020 by the impacts of COVID-19, including the impacts of consulting project delays due to customer resource constraints and in-person meeting restrictions imposed by certain jurisdictions. In addition, we incurred lower billable travel expenses and lower billable sub-contractor expenses for which we would have been reimbursed by our customers, which reduced the amount of revenues and expenses we reported for our services business during fiscal 2021 and 2020. Geographically, we experienced constant currency revenue declines in all regions during fiscal 2021. In constant currency, total services expenses decreased in fiscal 2021 compared to fiscal 2020 primarily due to lower employee related costs caused by lower headcount in addition to lower travel and sub-contractor expenses as described above. In constant currency, total margin and total margin as a percentage of total services revenues increased during fiscal 2021 relative to fiscal 2020 due to lower total expenses for this business. 49 Research and Development Expenses: Research and development expenses consist primarily of personnel related expenditures. We intend to continue to invest significantly in our research and development efforts because, in our judgment, they are essential to maintaining our competitive position. Year Ended May 31,

FY2022 10-K
Added
Filed Jun 21, 2022

21% 21% % Revenues by Geography: Americas 48% 46% EMEA 32% 32% Asia Pacific 20% 22% (1) Excludes stock-based compensation and certain allocations. Also excludes certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segments and Other Financial Information" above. Excluding the effects of currency rate fluctuations, our total services revenues increased in fiscal 2022 relative to fiscal 2021 primarily due to revenue increases in each of our primary services offerings. In constant currency, the Americas, the EMEA and the Asia Pacific regions contributed 53%, 44% and 3%, respectively, to the revenue growth for this business in fiscal 2022. In constant currency, total services expenses increased in fiscal 2022 compared to fiscal 2021 primarily due to higher employee related expenses due to higher headcount and higher external contractor expenses. In constant currency, our services business' total margin increased during fiscal 2022 relative to fiscal 2021 due to higher total revenues for this business. In constant currency, total margin as a percentage of total services revenues was flat during fiscal 2022 relative to fiscal 2021. Research and Development Expenses: Research and development expenses consist primarily of personnel related expenditures. We intend to continue to invest significantly in our research and development efforts because, in our judgment, they are essential to maintaining our competitive position. 50 Year Ended May 31,

de-emphasised Excluding stock-based compensation

FY2021 10-K
Removed
Filed Jun 21, 2021

136 15% 15% 119 Total expenses $ 1,254 6% 6% $ 1,181 % of Total Revenues 3% 3% (1) Excluding stock-based compensation Excluding the effects of foreign currency rate fluctuations, total general and administrative expenses increased in fiscal 2021 compared to fiscal 2020 primarily due to certain higher employee related expenses including higher variable compensation expenses and higher stock-based compensation expenses. These increases were partially offset by lower salary expenses due to lower headcount, and by lower travel expenses and certain other variable expense curtailments that we implemented during fiscal 2021 primarily due to the impacts of COVID-19. In addition, general and administrative expenses during fiscal 2021 were unfavorably affected in comparison to the prior year due to a $29 million litigation related benefit that reduced our expenses during fiscal 2020. Amortization of Intangible Assets: Substantially all of our intangible assets were acquired through our business combinations. We amortize our intangible assets over, and monitor the appropriateness of, the estimated useful lives of these assets. We also periodically review these intangible assets for potential impairment based upon relevant facts and circumstances. Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report has additional information regarding our intangible assets and related amortization. Year Ended May 31,

FY2022 10-K
Added
Filed Jun 21, 2022

245 79% 79% 136 Total expenses $ 1,317 5% 6% $ 1,254 % of Total Revenues 3% 3% (1) Excluding stock-based compensation Excluding the effects of foreign currency rate fluctuations, total general and administrative expenses increased in fiscal 2022 primarily due to higher stock-based compensation expenses. This constant currency expense increase was partially offset by an allocation of gains from fiscal 2022 operating asset sales as described above. Amortization of Intangible Assets: Substantially all of our intangible assets were acquired through our business combinations. We amortize our intangible assets over, and monitor the appropriateness of, the estimated useful lives of these assets. We also periodically review these intangible assets for potential impairment based upon relevant facts and circumstances. Note 6 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report has additional information regarding our intangible assets and related amortization. Year Ended May 31,

de-emphasised Index to Financial Statements

FY2021 10-K
Removed
Filed Jun 21, 2021

Index to Financial Statements Our cloud and license business' margin has historically trended upward over the course of the four quarters within a particular fiscal year due to the historical upward trend of our cloud and license business' revenues over those quarterly periods and because the majority of our costs for this business are generally fixed in the short term. The historical upward trend of our cloud and license business' revenues over the course of the four quarters within a particular fiscal year is primarily due to the addition of new cloud services and license support contracts to the customer contract base that we generally recognize as revenues ratably or based upon customer usage over the respective contractual terms; the renewal of existing customers' cloud services and license support contracts over the course of each fiscal year that we generally recognize as revenues ratably; and the historical upward trend of our cloud license and on-premise license revenues, which we generally recognize at a point in time upon delivery; in each case over those four quarterly periods.

FY2022 10-K
Added
Filed Jun 21, 2022

Index to Financial Statements customer contract base that we generally recognize as revenues ratably or based upon customer usage over the respective contractual terms and the renewal of existing customers' cloud services and license support contracts over the course of each fiscal year that we generally recognize as revenues in a similar manner; and the historical upward trend of our cloud license and on-premise license revenues, which we generally recognize at a point in time upon delivery; in each case over those four fiscal quarterly periods.

reworded Results of Operations

FY2021 10-K
Removed
Filed Jun 21, 2021

Results of Operations We begin Management's Discussion and Analysis of Financial Condition and Results of Operations with an overview of our businesses and significant trends. This overview is followed by a summary of our critical accounting policies and estimates that we believe are important to understanding the assumptions and judgments incorporated in our reported financial results. We then provide a more detailed analysis of our results of operations and financial condition for fiscal 2021 compared to fiscal 2020. A discussion regarding our financial condition and results of operations for fiscal 2020 compared to fiscal 2019 can be found in Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended May 31, 2020, as filed with the SEC on June 22, 2020, which is available free of charge on the SEC's website at www.sec.gov and on our Investor Relations website at www.oracle.com/investor.

FY2022 10-K
Added
Filed Jun 21, 2022

Results of Operations We begin Management's Discussion and Analysis of Financial Condition and Results of Operations with an overview of our businesses and significant trends. This overview is followed by a summary of our critical accounting policies and estimates that we believe are important to understanding the assumptions and judgments incorporated in our reported financial results. We then provide a more detailed analysis of our results of operations and financial condition for fiscal 2022 compared to fiscal 2021. A discussion regarding our financial condition and results of operations for fiscal 2021 compared to fiscal 2020 can be found in Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended May 31, 2021, as filed with the SEC on June 21, 2021, which is available free of charge on the SEC's website at www.sec.gov and on our Investor Relations website at www.oracle.com/investor.

reworded Business Overview

FY2021 10-K
Removed
Filed Jun 21, 2021

Business Overview Oracle provides products and services that address enterprise information technology (IT) environments. Our products and services include enterprise applications and infrastructure offerings that are delivered worldwide through a variety of flexible and interoperable IT deployment models. These models include on-premise deployments, cloud‑based deployments, and hybrid deployments (an approach that combines both on-premise and cloud‑based deployment) such as our Oracle Cloud@Customer offering (an instance of Oracle Cloud in a customer's own data center). Accordingly, we offer choice and flexibility to our customers and facilitate the product, service and deployment combinations that best suit our customers' needs. Through our worldwide sales force and Oracle Partner Network, we sell to customers all over the world including businesses of many sizes, government agencies, educational institutions and resellers. We have three businesses: cloud and license; hardware; and services; each of which comprises a single operating segment. The descriptions set forth below as a part of this Item 7 and the information contained within Item 1 Business and Note 15 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report provide additional information related to our businesses and operating segments and align to how our chief operating decision makers (CODMs), which include our Chief Executive Officer and Chief Technology Officer, view our operating results and allocate resources.

FY2022 10-K
Added
Filed Jun 21, 2022

Business Overview Oracle provides products and services that address enterprise information technology (IT) environments. Our products and services include enterprise applications and infrastructure offerings that are delivered worldwide through a variety of flexible and interoperable IT deployment models. These models include on-premise deployments, cloud-based deployments, and hybrid deployments (an approach that combines both on-premise and cloud-based deployments). Accordingly, we offer choice and flexibility to our customers and facilitate the product, service and deployment combinations that best suit our customers' needs. Through our worldwide sales force and Oracle Partner Network, we sell to customers all over the world including businesses of many sizes, government agencies, educational institutions and resellers. We have three businesses: cloud and license; hardware; and services; each of which comprises a single operating segment. The descriptions set forth below as a part of this Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations and the information contained within Item 1 Business and Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report provide additional information related to our businesses and operating segments and align to how our chief operating decision makers (CODMs), which include our Chief Executive Officer and Chief Technology Officer, view our operating results and allocate resources.

reworded Cloud and License Business

FY2021 10-K
Removed
Filed Jun 21, 2021

Cloud and License Business Our cloud and license business, which represented 84% and 83% of our total revenues in fiscal 2021 and 2020, respectively, markets, sells and delivers a broad spectrum of enterprise applications and infrastructure technologies through our cloud and license offerings. Revenue streams included in our cloud and license business are: •

FY2022 10-K
Added
Filed Jun 21, 2022

Cloud and License Business Our cloud and license business, which represented 85% and 84% of our total revenues in fiscal 2022 and 2021, respectively, markets, sells and delivers a broad spectrum of enterprise applications and infrastructure technologies through our cloud and license offerings. Revenue streams included in our cloud and license business are: •

reworded Constant Currency Presentation

FY2021 10-K
Removed
Filed Jun 21, 2021

Constant Currency Presentation Our international operations have provided and are expected to continue to provide a significant portion of each of our businesses' revenues and expenses. As a result, each of our businesses' revenues and expenses and our total revenues and expenses will continue to be affected by changes in the U.S. Dollar against major international currencies. In order to provide a framework for assessing how our underlying businesses performed, excluding the effects of foreign currency rate fluctuations, we compare the percent change in the results from one period to another period in this Annual Report using constant currency disclosure. To present this information, current and comparative prior period results for entities reporting in currencies other than U.S. Dollars are converted into U.S. Dollars at constant exchange rates (i.e., the rates in effect on May 31, 2020, which was the last day of our prior fiscal year) rather than the actual exchange rates in effect during the respective periods. For example, if an entity 43 reporting in Euros had revenues of 1.0 million Euros from products sold on May 31, 2021 and 2020, our financial statements would reflect reported revenues of $1.19 million in fiscal 2021 (using 1.19 as the month-end average exchange rate for the period) and $1.10 million in fiscal 2020 (using 1.10 as the month-end average exchange rate for the period). The constant currency presentation, however, would translate the fiscal 2021 results using the fiscal 2020 exchange rate and indicate, in this example, no change in revenues during the period. In each of the tables below, we present the percent change based on actual, unrounded results in reported currency and in constant currency.

FY2022 10-K
Added
Filed Jun 21, 2022

Constant Currency Presentation Our international operations have provided and are expected to continue to provide a significant portion of each of our businesses' revenues and expenses. As a result, each of our businesses' revenues and expenses and our total revenues and expenses will continue to be affected by changes in the U.S. Dollar against major international currencies. In order to provide a framework for assessing how our underlying businesses performed, excluding the effects of foreign currency rate fluctuations, we compare the percent change in the results from one period to another period in this Annual Report using constant currency disclosure. To present this information, current and comparative prior period results for entities reporting in currencies other than U.S. Dollars are converted into U.S. Dollars at constant exchange rates (i.e., the rates in effect on May 31, 2021, which was the last day of our prior fiscal year) rather than the actual exchange rates in effect during the respective periods. For example, if an entity reporting in Euros had revenues of 1.0 million Euros from products sold on May 31, 2022 and 2021, our financial statements would reflect reported revenues of $1.07 million in fiscal 2022 (using 1.07 as the month-end average exchange rate for the period) and $1.22 million in fiscal 2021 (using 1.22 as the month-end average exchange rate for the period). The constant currency presentation, however, would translate the fiscal 2022 results using the fiscal 2021 exchange rate and indicate, in this example, no change in revenues during the period. In each of the tables below, we present the percent change based on actual, unrounded results in reported currency and in constant currency. 44

reworded Total Revenues by Geography:

FY2021 10-K
Removed
Filed Jun 21, 2021

Total Revenues and Operating Expenses Year Ended May 31, Percent Change (Dollars in millions) 2021 Actual Constant 2020 Total Revenues by Geography:

FY2022 10-K
Added
Filed Jun 21, 2022

Total Revenues and Operating Expenses Year Ended May 31, Percent Change (Dollars in millions) 2022 Actual Constant 2021 Total Revenues by Geography:

reworded Total Operating Expenses

FY2021 10-K
Removed
Filed Jun 21, 2021

Americas $ 21,828 1% 2% $ 21,563 EMEA(1) 11,894 8% 2% 11,035 Asia Pacific 6,757 4% 1% 6,470 Total revenues 40,479 4% 2% 39,068 Total Operating Expenses

FY2022 10-K
Added
Filed Jun 21, 2022

Americas $ 23,679 8% 8% $ 21,828 EMEA(1) 12,011 1% 5% 11,894 Asia Pacific 6,750 0% 4% 6,757 Total revenues 42,440 5% 7% 40,479 Total Operating Expenses

reworded Americas

FY2021 10-K
Removed
Filed Jun 21, 2021

25,266 0% -1% 25,172 Total Operating Margin $ 15,213 9% 6% $ 13,896 Total Operating Margin % 38% 36% % Revenues by Geography: Americas 54%

FY2022 10-K
Added
Filed Jun 21, 2022

31,514 25% 26% 25,266 Total Operating Margin $ 10,926 -28% -25% $ 15,213 Total Operating Margin % 26% 38% % Revenues by Geography: Americas

reworded -3%

FY2021 10-K
Removed
Filed Jun 21, 2021

55% EMEA 29% 28% Asia Pacific 17% 17% Total Revenues by Business: Cloud and license $ 34,099 5% 3% $ 32,519 Hardware 3,359 -2% -4% 3,443

FY2022 10-K
Added
Filed Jun 21, 2022

56% 54% EMEA 28% 29% Asia Pacific 16% 17% Total Revenues by Business: Cloud and license $ 36,052 6% 7% $ 34,099 Hardware 3,183 -5% -3%

reworded Hardware

FY2021 10-K
Removed
Filed Jun 21, 2021

Services 3,021 -3% -5% 3,106 Total revenues $ 40,479 4% 2% $ 39,068 % Revenues by Business: Cloud and license 84% 83% Hardware 8% 9%

FY2022 10-K
Added
Filed Jun 21, 2022

3,359 Services 3,205 6% 8% 3,021 Total revenues $ 42,440 5% 7% $ 40,479 % Revenues by Business: Cloud and license 85% 84% Hardware 7% 8%

reworded Comprised of Europe, the Middle East and Africa

FY2021 10-K
Removed
Filed Jun 21, 2021

Services 8% 8% (1) Comprised of Europe, the Middle East and Africa Excluding the effects of foreign currency rate fluctuations, our total revenues increased in fiscal 2021. The constant currency increase in our cloud and license business' revenues during fiscal 2021 was offset by decreases in our hardware business' revenues and services business' revenues. The constant currency increase in our cloud and license business' revenues during fiscal 2021 relative to fiscal 2020 was attributable to growth in our cloud services and license support revenues and growth in our cloud license and on-premise license revenues as customers purchased our applications and infrastructure technologies via cloud and license deployment models and renewed their related cloud contracts and license support contracts to continue to gain access to the latest versions of our technologies and to receive support services. The constant currency decrease in our hardware business' revenues during fiscal 2021 relative to fiscal 2020 was due to the emphasis we placed on the marketing and sale of our growing cloud-based infrastructure technologies and the de-emphasis of our sales and marketing efforts for certain of our non-strategic hardware products and related support services. The constant currency decrease in our services business' revenues during fiscal 2021 relative to fiscal 2020 was primarily attributable to a decline in our consulting revenues. All three of our businesses' revenues were adversely impacted during fiscal 2021 and 2020 due to the effects of the COVID-19 pandemic and some of these effects may continue into fiscal 2022. While we expect these effects to be temporary, the impacts of COVID-19 for future periods are unknown. In constant currency, the Americas, EMEA and Asia Pacific regions contributed 54%, 39% and 7%, respectively, to the growth in our total revenues during fiscal 2021. 44 Excluding the effects of foreign currency rate fluctuations, our total operating expenses decreased during fiscal 2021 relative to fiscal 2020 primarily due to lower sales and marketing expenses, lower hardware expenses and lower services expenses, all of which were primarily attributable to lower headcount and a reduction in certain variable expenditures as further described below. In addition, we also incurred lower amortization of intangible assets during fiscal 2021. These constant currency expense decreases were partially offset by certain constant currency expense increases during fiscal 2021, primarily: higher cloud services and license support expenses, which increased primarily due to higher infrastructure investments that were made to support the increase in our cloud and license business' revenues; higher research and development and general and administrative expenses, each of which increased primarily due to higher employee related expenses; higher acquisition related and other expenses, which increased primarily due to certain right-of-use assets and other assets that were abandoned in connection with plans to improve our cost structure and operations; and higher restructuring expenses, which increased due to actions taken during fiscal 2021 pursuant to the Fiscal 2019 Oracle Restructuring Plan (2019 Restructuring Plan). During fiscal 2021 and 2020, we curtailed a number of variable expenditures across all of our lines of businesses and functions including employee travel expenses and marketing expenses, among others, primarily in response to COVID-19. We expect certain of these expenses may normalize in future periods provided global economic and health conditions improve. In constant currency, our total operating margin and total operating margin as a percentage of total revenues increased in fiscal 2021 due to higher total revenues and lower total operating expenses. In fiscal 2022, we expect to accelerate our investments primarily in our cloud and license business. We expect fiscal 2022 total expenses growth to exceed total revenues growth and, as a result, our fiscal 2022 total operating margin as a percentage of total revenues to be modestly lower relative to fiscal 2021.

FY2022 10-K
Added
Filed Jun 21, 2022

Services 8% 8% (1) Comprised of Europe, the Middle East and Africa Excluding the effects of foreign currency rate fluctuations, our total revenues increased in fiscal 2022 due to growth in our cloud and license business' revenues and services business' revenues, which were partially offset by a decline in our hardware business' revenues. The constant currency increase in our cloud and license business' revenues during fiscal 2022 relative to fiscal 2021 was attributable to growth in our cloud services and license support revenues and cloud license and on-premise license revenues as customers purchased our applications and infrastructure technologies via cloud and license deployment models. Customers also renewed their related cloud contracts and license support contracts to continue to gain access to the latest versions of our technologies and to receive support services. The constant currency increase in our services business' revenues during fiscal 2022 relative to fiscal 2021 was attributable to an increase in revenues for each of our primary services offerings. The constant currency decrease in our hardware business' revenues during fiscal 2022 relative to fiscal 2021 was due to the emphasis we placed on the marketing and sale of our growing cloud-based infrastructure technologies and the de-emphasis of our sales and marketing efforts for certain of our non-strategic hardware products and related support services. In constant currency, the Americas, EMEA and Asia Pacific regions contributed 68%, 22% and 10%, respectively, to our total revenue growth during fiscal 2022. Excluding the effects of foreign currency rate fluctuations, our total operating expenses increased during fiscal 2022 relative to fiscal 2021 substantially due to certain litigation related charges recorded to acquisition related and other expenses as further described in Note 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. In addition, our total operating expenses increased due to higher cloud services and license support expenses, which were primarily due to higher employee related expenses and infrastructure investments that were made to support the increase in our cloud and license business' revenues; higher services expenses, which increased primarily due to higher employee related and external contractor expenses; and higher research and development and general and administrative expenses, both of which increased primarily due to higher employee related expenses. These constant currency expense increases were partially offset by lower amortization of intangible assets, lower restructuring expenses and by $250 million of gains from operating asset sales, which were allocated across most of our operating expense lines during fiscal 2022. During fiscal 2022 and 45 2021, we curtailed certain variable expenditures including employee travel expenses, among others, primarily in response to COVID-19. We expect certain of these expenses may normalize in future periods provided global economic and health conditions improve. In constant currency, our total operating margin and total operating margin as a percentage of total revenues decreased in fiscal 2022, relative to fiscal 2021, substantially due to the unfavorable impact of the fiscal 2022 litigation related charges referenced above, partially offset by higher fiscal 2022 total margin generated by our operating segments and the aforementioned gains from operating asset sales during fiscal 2022.

reworded Acquisition related and other(3)

FY2021 10-K
Removed
Filed Jun 21, 2021

(in millions) 2021 2020 Cloud services and license support deferred revenues(1) $ 2 $ 4 Amortization of intangible assets(2) 1,379 1,586 Acquisition related and other(3)

FY2022 10-K
Added
Filed Jun 21, 2022

(in millions) 2022 2021 Cloud services and license support deferred revenues(1) $ - $ 2 Amortization of intangible assets(2) 1,150 1,379 Acquisition related and other(3)

reworded 1,324

FY2021 10-K
Removed
Filed Jun 21, 2021

138 56 Restructuring(4) 431 250 Stock-based compensation, operating segments(5) 513 436 Stock-based compensation, R&D and G&A(5) 1,324 1,154

FY2022 10-K
Added
Filed Jun 21, 2022

4,713 138 Restructuring(4) 191 431 Stock-based compensation, operating segments(5) 735 513 Stock-based compensation, R&D and G&A(5) 1,878 1,324

reworded (1)

FY2021 10-K
Removed
Filed Jun 21, 2021

Income tax effects(6) (3,408 ) (939 ) $ 379 $ 2,547 45 (1) In connection with our acquisitions, we have estimated the fair values of the cloud services and license support contracts assumed. Due to our application of business combination accounting rules, we did not recognize the cloud services and license support revenue amounts as presented in the above table that would have otherwise been recorded by the acquired businesses as independent entities upon delivery of the contractual obligations. To the extent customers for which these contractual obligations pertain renew these contracts with us, we expect to recognize revenues for the full contracts' values over the respective contracts' renewal periods.

FY2022 10-K
Added
Filed Jun 21, 2022

Income tax effects(6) (1,723 ) (3,408 ) $ 6,944 $ 379 (1) Due to business combination accounting rules that were applicable to acquisitions closed prior to fiscal 2022, we have estimated the fair values of the cloud services and license support contracts assumed and did not recognize the cloud services and license support revenue amounts presented in the above table for fiscal 2021 that would have otherwise been recorded by the acquired businesses as independent entities upon delivery of the contractual obligations. To the extent customers for which these contractual obligations pertain renew these contracts with us, we expect to recognize revenues for the full contracts' values over the respective contracts' renewal periods.

reworded Stock-based compensation, operating segments

FY2021 10-K
Removed
Filed Jun 21, 2021

2021 2020 Cloud services and license support $ 134 $ 110 Hardware 11 11 Services 55 54 Sales and marketing 313 261 Stock-based compensation, operating segments

FY2022 10-K
Added
Filed Jun 21, 2022

2022 2021 Cloud services and license support $ 205 $ 134 Hardware 15 11 Services 67 55 Sales and marketing 448 313 Stock-based compensation, operating segments

reworded 10,016

FY2021 10-K
Removed
Filed Jun 21, 2021

Percent Change (Dollars in millions) 2021 Actual Constant 2020 Cloud and License Revenues: Americas(1) $ 18,783 3% 3% $ 18,314 EMEA 9,928

FY2022 10-K
Added
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021(1) Cloud and License Revenues: Americas $ 20,594 10% 10% $ 18,783 EMEA 10,016 1% 5%

reworded Index to Financial Statements

FY2021 10-K
Removed
Filed Jun 21, 2021

Index to Financial Statements recognized as revenues ratably over the contractual period that the support services are provided, which is generally one year; and o cloud services revenues, which provide customers access to Oracle Cloud applications and infrastructure technologies via cloud-based deployment models that Oracle develops, provides unspecified updates and enhancements for, deploys, hosts, manages and supports and that customers access by entering into a subscription agreement with us for a stated period. Oracle Cloud Services arrangements are generally billed in advance of the cloud services being performed; generally have durations of one to three years; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period of the cloud contract or, in the case of usage model contracts, as the cloud services are consumed over time. • Cloud license and on-premise license revenues, which include revenues from the licensing of our software products including Oracle Applications, Oracle Database, Oracle Middleware and Java, among others, which our customers deploy within cloud-based, on-premise and other IT environments. Our cloud license and on-premise license transactions are generally perpetual in nature and are generally recognized as revenues up front at the point in time when the software is made available to the customer to download and use. Revenues from usage-based royalty arrangements for distinct cloud licenses and on-premise licenses are recognized at the point in time when the software end user usage occurs. The timing of a few large license transactions can substantially affect our quarterly license revenues due to the point-in-time nature of revenue recognition for license transactions, which is different than the typical revenue recognition pattern for our cloud services and license support revenues in which revenues are generally recognized ratably over the contractual terms. Cloud license and on-premise license customers have the option to purchase and renew license support contracts, as further described above. Providing choice and flexibility to our customers as to when and how they deploy Oracle applications and infrastructure technologies are important elements of our corporate strategy. In recent periods, customer demand for our applications and infrastructure technologies delivered through our Oracle Cloud Services has increased. To address customer demand and enable customer choice, we have introduced certain programs for customers to pivot their applications and infrastructure licenses and the related license support to the Oracle Cloud for new deployments and to migrate to and expand with the Oracle Cloud for their existing workloads. The proportion of our cloud services and license support revenues relative to our cloud license and on-premise license revenues, hardware revenues and services revenues has increased and we expect this trend to continue. Cloud services and license support revenues represented 71%, 70% and 68% of our total revenues during fiscal 2021, 2020 and 2019, respectively. Our cloud and license business' revenue growth is affected by many factors, including the strength of general economic and business conditions; governmental budgetary constraints; the strategy for and competitive position of our offerings; the continued renewal of our cloud services and license support customer contracts by the customer contract base; substantially all customers continuing to purchase license support contracts in connection with their license purchases; the pricing of license support contracts sold in connection with the sales of licenses; the pricing, amounts and volumes of licenses and cloud services sold; our ability to manage Oracle Cloud capacity requirements to meet existing and prospective customer demand; and foreign currency rate fluctuations.

FY2022 10-K
Added
Filed Jun 21, 2022

Index to Financial Statements customers access by entering into a subscription agreement with us for a stated period. Oracle Cloud Services arrangements are generally billed in advance of the cloud services being performed; generally have durations of one to three years; are generally renewed at the customer's option; and are generally recognized as revenues ratably over the contractual period of the cloud contract or, in the case of usage model contracts, as the cloud services are consumed over time. • Cloud license and on-premise license revenues, which include revenues from the licensing of our software products including Oracle Applications, Oracle Database, Oracle Middleware and Java, among others, which our customers deploy within cloud-based, on-premise and other IT environments. Our cloud license and on-premise license transactions are generally perpetual in nature and are generally recognized as revenues up front at the point in time when the software is made available to the customer to download and use. Revenues from usage-based royalty arrangements for distinct cloud licenses and on-premise licenses are recognized at the point in time when the software end user usage occurs. The timing of a few large license transactions can substantially affect our quarterly license revenues due to the point-in-time nature of revenue recognition for license transactions, which is different than the typical revenue recognition pattern for our cloud services and license support revenues in which revenues are generally recognized ratably over the contractual terms. Cloud license and on-premise license customers have the option to purchase and renew license support contracts, as further described above. Providing choice and flexibility to our customers as to when and how they deploy Oracle applications and infrastructure technologies are important elements of our corporate strategy. In recent periods, customer demand for our applications and infrastructure technologies delivered through our Oracle Cloud Services has increased. To address customer demand and enable customer choice, we have introduced certain programs for customers to pivot their applications and infrastructure licenses and the related license support to the Oracle Cloud for new deployments and to migrate to and expand with the Oracle Cloud for their existing workloads. The proportion of our cloud services and license support revenues relative to our cloud license and on-premise license revenues, hardware revenues and services revenues has increased and we expect this trend to continue. Cloud services and license support revenues represented 71% of our total revenues during each of fiscal 2022 and 2021 and 70% of our total revenues during fiscal 2020. Our cloud and license business' revenue growth is affected by many factors, including the strength of general economic and business conditions; governmental budgetary constraints; the strategy for and competitive position of our offerings; customer satisfaction with our offerings; the continued renewal of our cloud services and license support customer contracts by the customer contract base; substantially all customers continuing to purchase license support contracts in connection with their license purchases; the pricing of license support contracts sold in connection with the sales of licenses; the pricing, amounts and volumes of licenses and cloud services sold; our ability to manage Oracle Cloud capacity requirements to meet existing and prospective customer demand; and foreign currency rate fluctuations.

reworded 67%

FY2021 10-K
Removed
Filed Jun 21, 2021

3,803 Sales and marketing(2) 6,799 -5% -6% 7,159 Total expenses(2) 10,932 0% -2% 10,962 Total Margin $ 23,169 7% 5% $ 21,561 Total Margin %

FY2022 10-K
Added
Filed Jun 21, 2022

Sales and marketing(2) 7,054 4% 5% 6,799 Total expenses(2) 11,969 9% 11% 10,932 Total Margin $ 24,083 4% 6% $ 23,169 Total Margin % 67%

reworded Cloud services and license support(1)

FY2021 10-K
Removed
Filed Jun 21, 2021

68% 66% % Revenues by Geography: Americas 55% 56% EMEA 29% 28% Asia Pacific 16% 16% Revenues by Offerings: Cloud services and license support(1) $

FY2022 10-K
Added
Filed Jun 21, 2022

68% % Revenues by Geography: Americas 57% 55% EMEA 28% 29% Asia Pacific 15% 16% Revenues by Offerings: Cloud services and license support(1) $

reworded Cloud Services and License Support Revenues by Ecosystem:

FY2021 10-K
Removed
Filed Jun 21, 2021

28,702 5% 3% $ 27,396 Cloud license and on-premise license 5,399 5% 2% 5,127 Total revenues(1) $ 34,101 5% 3% $ 32,523 Cloud Services and License Support Revenues by Ecosystem:

FY2022 10-K
Added
Filed Jun 21, 2022

30,174 5% 6% $ 28,702 Cloud license and on-premise license 5,878 9% 12% 5,399 Total revenues(1) $ 36,052 6% 7% $ 34,101 Cloud Services and License Support Revenues by Ecosystem:

reworded 16,989

FY2021 10-K
Removed
Filed Jun 21, 2021

Applications cloud services and license support(1) $ 11,713 6% 5% $ 11,019 Infrastructure cloud services and license support(1) 16,989 4% 2%

FY2022 10-K
Added
Filed Jun 21, 2022

Applications cloud services and license support $ 12,612 8% 8% $ 11,713 Infrastructure cloud services and license support 17,562 3% 5% 16,989

reworded (1)

FY2021 10-K
Removed
Filed Jun 21, 2021

16,377 Total cloud services and license support revenues(1) $ 28,702 5% 3% $ 27,396 (1) Includes cloud services and license support revenue adjustments related to certain cloud services and license support contracts that would have otherwise been recorded as revenues by the acquired businesses as independent entities but were not recognized in our GAAP-based consolidated statements of operations for the periods presented due to business combination accounting requirements. Such revenue adjustments were included in our operating segment results for purposes of reporting to and review by our CODMs. See "Presentation of Operating Segment Results and Other Financial Information" above for additional information.

FY2022 10-K
Added
Filed Jun 21, 2022

Total cloud services and license support revenues $ 30,174 5% 6% $ 28,702 (1) Revenues presented for fiscal 2021 included cloud services and license support revenue adjustments related to certain cloud services and license support contracts that would have otherwise been recorded as revenues by the acquired businesses as independent entities but were not recognized in our GAAP-based consolidated statements of operations for fiscal 2021 due to business combination accounting rules that were applicable to acquisitions closed prior to fiscal 2022. Such revenue adjustments were included in our operating segment results for fiscal 2021 for purposes of reporting to and review by our CODMs. See "Presentation of Operating Segment Results and Other Financial Information" above for additional information.

reworded (2)

FY2021 10-K
Removed
Filed Jun 21, 2021

(2) Excludes stock-based compensation and certain expense allocations. Also excludes amortization of intangible assets and certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Excluding the effects of foreign currency rate fluctuations, our cloud and license business' total revenues increased in fiscal 2021 relative to fiscal 2020 due to growth in our cloud services and license support revenues and cloud license and on-premise license revenues as customers purchased our applications and infrastructure technologies via cloud and license deployment models and renewed their related cloud contracts and license support contracts to continue to gain access to the latest versions of our technologies and to receive support for which we delivered such cloud and support services during fiscal 2021. The growth in our cloud and license business' revenues were adversely impacted during fiscal 2021 and 2020 due to the COVID-19 pandemic, and the impacts of COVID-19 for future periods are unknown. In constant currency, the Americas, EMEA and Asia Pacific regions contributed 57%, 38% and 5%, respectively, of the constant currency revenue growth for this business in fiscal 2021. In constant currency, our total cloud and license business' expenses decreased in fiscal 2021 compared to fiscal 2020 due to lower sales and marketing expenses, which decreased primarily due to lower employee related expenses and our curtailment of variable expenditures, including lower employee travel expenses and lower 47 marketing expenses, primarily in response to COVID-19. These constant currency expense decreases were partially offset by higher cloud services and license support expenses during fiscal 2021, which were primarily attributable to higher technology infrastructure expenses to support the increase in our cloud and license business' revenues. Our cloud services and license support expenses have grown in recent periods and, in fiscal 2022, we expect this growth to accelerate as we increase our existing data center capacity and establish data centers in new geographic locations in order to meet current and expected customer demand. Excluding the effects of foreign currency rate fluctuations, our cloud and license business' total margin and total margin as a percentage of revenues increased in fiscal 2021 compared to fiscal 2020 due to the fiscal 2021 increases in total revenues and the decreases in total expenses for this business.

FY2022 10-K
Added
Filed Jun 21, 2022

(2) Excludes stock-based compensation and certain expense allocations. Also excludes amortization of intangible assets and certain other GAAP-based expenses, which were not allocated to our operating segment results for purposes of reporting to and review by our CODMs, as further described under "Presentation of Operating Segment Results and Other Financial Information" above. Excluding the effects of foreign currency rate fluctuations, our cloud and license business' total revenues increased in fiscal 2022 relative to fiscal 2021 due to growth in our cloud services and license support revenues and growth in our cloud license and on-premise license revenues as customers purchased our applications and infrastructure technologies via cloud and license deployment models and renewed their related cloud contracts and license support contracts to continue to gain access to the latest versions of our technologies and to receive support for which we delivered such cloud and support services during fiscal 2022. Our total cloud services revenues increased to $10.8 billion in fiscal 2022 from $8.9 billion in fiscal 2021 due to growth in our Oracle SaaS and OCI offerings. In constant currency, the Americas, EMEA and Asia Pacific regions contributed 71%, 18% and 11%, respectively, of the constant currency revenue growth for this business in fiscal 2022. In constant currency, our total cloud and license business' expenses increased in fiscal 2022 compared to fiscal 2021 due to higher cloud services and license support expenses, primarily due to higher employee related expenses due to higher headcount and higher technology infrastructure expenses to support the increase in our cloud and license business' revenues; and higher sales and marketing expenses, primarily due to higher employee related expenses from higher headcount. These constant currency expense increases were partially offset by an allocation of a portion of the gains from fiscal 2022 operating asset sales as described above. Our cloud services and license support expenses have grown in recent periods and we expect this growth to continue to accelerate in 48 fiscal 2023 as we increase our existing data center capacity and establish data centers in new geographic locations in order to meet current and expected customer demand. Excluding the effects of currency rate fluctuations, our cloud and license business' total margin increased in fiscal 2022 compared to fiscal 2021 due to fiscal 2022 increases in total revenues for this business, while total fiscal 2022 margin as a percentage of revenues for this business decreased slightly due to expenses growth.

reworded 989

FY2021 10-K
Removed
Filed Jun 21, 2021

Percent Change (Dollars in millions) 2021 Actual Constant 2020 Hardware Revenues: Americas $ 1,650 -6% -6% $ 1,758 EMEA 989 -1% -4% 998

FY2022 10-K
Added
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021 Hardware Revenues: Americas $ 1,558 -6% -6% $ 1,650 EMEA 949 -4% 1% 989

reworded Sales and marketing(1)

FY2021 10-K
Removed
Filed Jun 21, 2021

Asia Pacific 720 5% 1% 687 Total revenues 3,359 -2% -4% 3,443 Expenses: Hardware products and support(1) 945 -13% -14% 1,084 Sales and marketing(1)

FY2022 10-K
Added
Filed Jun 21, 2022

Asia Pacific 676 -6% -3% 720 Total revenues 3,183 -5% -3% 3,359 Expenses: Hardware products and support(1) 944 0% 2% 945 Sales and marketing(1)

reworded % Revenues by Geography:

FY2021 10-K
Removed
Filed Jun 21, 2021

388 -15% -16% 456 Total expenses(1) 1,333 -13% -14% 1,540 Total Margin $ 2,026 6% 5% $ 1,903 Total Margin % 60% 55% % Revenues by Geography:

FY2022 10-K
Added
Filed Jun 21, 2022

361 -7% -5% 388 Total expenses(1) 1,305 -2% 0% 1,333 Total Margin $ 1,878 -7% -5% $ 2,026 Total Margin % 59% 60% % Revenues by Geography:

reworded Total Margin %

FY2021 10-K
Removed
Filed Jun 21, 2021

Asia Pacific 647 2% -1% 631 Total revenues 3,021 -3% -5% 3,106 Total Expenses(1) 2,393 -10% -12% 2,656 Total Margin $ 628 39% 37% $

FY2022 10-K
Added
Filed Jun 21, 2022

Asia Pacific 632 -2% 1% 647 Total revenues 3,205 6% 8% 3,021 Total Expenses(1) 2,539 6% 8% 2,393 Total Margin $ 666 6% 9% $ 628 Total Margin %

reworded Excluding stock-based compensation

FY2021 10-K
Removed
Filed Jun 21, 2021

1,188 15% 15% 1,035 Total expenses $ 6,527 8% 7% $ 6,067 % of Total Revenues 16% 15% (1) Excluding stock-based compensation On a constant currency basis, total research and development expenses increased in fiscal 2021 compared to fiscal 2020 primarily due to higher fiscal 2021 employee related expenses including higher salary expenses due to increased headcount, higher variable compensation expenses and higher stock-based compensation expenses. These constant currency expense increases were partially offset by lower travel expenses during fiscal 2021 primarily due to the impacts of COVID-19. General and Administrative Expenses: General and administrative expenses primarily consist of personnel related expenditures for IT, finance, legal and human resources support functions. Year Ended May 31,

FY2022 10-K
Added
Filed Jun 21, 2022

1,633 38% 38% 1,188 Total expenses $ 7,219 11% 11% $ 6,527 % of Total Revenues 17% 16% (1) Excluding stock-based compensation On a constant currency basis, total research and development expenses increased in fiscal 2022 compared to fiscal 2021 primarily due to higher employee related expenses due to increased headcount and higher stock-based compensation expenses. This constant currency expense increase was partially offset by an allocation of gains from fiscal 2022 operating asset sales as described above. General and Administrative Expenses: General and administrative expenses primarily consist of personnel related expenditures for IT, finance, legal and human resources support functions. Year Ended May 31,

reworded Stock-based compensation

FY2021 10-K
Removed
Filed Jun 21, 2021

Percent Change (Dollars in millions) 2021 Actual Constant 2020 General and administrative(1) $ 1,118 5% 5% $ 1,062 Stock-based compensation

FY2022 10-K
Added
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021 General and administrative(1) $ 1,072 -4% -3% $ 1,118 Stock-based compensation

reworded Cloud services and license support agreements and related relationships

FY2021 10-K
Removed
Filed Jun 21, 2021

Percent Change (Dollars in millions) 2021 Actual Constant 2020 Developed technology $ 621 -21% -22% $ 789 Cloud services and license support agreements and related relationships

FY2022 10-K
Added
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021 Developed technology $ 475 -24% -23% $ 621 Cloud services and license support agreements and related relationships

reworded 1,379

FY2021 10-K
Removed
Filed Jun 21, 2021

669 -1% -2% 676 Other 89 -27% -27% 121 Total amortization of intangible assets $ 1,379 -13% -14% $ 1,586 50 Amortization of intangible assets decreased in fiscal 2021 due to a reduction in expenses associated with certain of our intangible assets that became fully amortized, partially offset by a smaller amount of additional amortization from intangible assets that we acquired in connection with our recent acquisitions. Acquisition Related and Other Expenses: Acquisition related and other expenses primarily consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net. Year Ended May 31,

FY2022 10-K
Added
Filed Jun 21, 2022

592 -11% -11% 669 Other 83 -7% -7% 89 Total amortization of intangible assets $ 1,150 -17% -17% $ 1,379 Amortization of intangible assets decreased in fiscal 2022 due to a reduction in expenses associated with certain of our intangible assets that became fully amortized, partially offset by a smaller amount of additional amortization from intangible assets that we acquired in connection with our recent acquisitions. Acquisition Related and Other Expenses: Acquisition related and other expenses consist of personnel related costs for transitional and certain other employees, certain business combination adjustments, including adjustments after the measurement period has ended, and certain other operating items, net. 51 Year Ended May 31,

reworded Business combination adjustments, net

FY2021 10-K
Removed
Filed Jun 21, 2021

Percent Change (Dollars in millions) 2021 Actual Constant 2020 Transitional and other employee related costs $ 5 -58% -59% $ 12 Business combination adjustments, net 4 * * (7 )

FY2022 10-K
Added
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021 Transitional and other employee related costs $ 10 88% 87% $ 5 Business combination adjustments, net 9

reworded Not meaningful

FY2021 10-K
Removed
Filed Jun 21, 2021

Other, net 129 153% 152% 51 Total acquisition related and other expenses $ 138 147% 145% $ 56 * Not meaningful On a constant currency basis, acquisition related and other expenses increased during fiscal 2021 due to higher other expenses, net which primarily related to certain facilities-related right-of-use assets and certain other assets that were abandoned in connection with plans to improve our cost structure and operations during fiscal 2021. Restructuring Expenses: Restructuring expenses resulted from the execution of management approved restructuring plans that were generally developed to improve our cost structure and/or operations, often in conjunction with our acquisition integration strategies and/or other strategic initiatives. Restructuring expenses consist of employee severance costs and other contract termination costs to improve our cost structure prospectively. For additional information regarding our restructuring plans, see Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Year Ended May 31,

FY2022 10-K
Added
Filed Jun 21, 2022

109% 108% 4 Other, net 4,694 * * 129 Total acquisition related and other expenses $ 4,713 * * $ 138 * Not meaningful On a constant currency basis, acquisition related and other expenses increased during fiscal 2022 due to litigation related charges of $4.7 billion, which we generally do not expect to recur, as further described in Note 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Restructuring Expenses: Restructuring expenses resulted from the execution of management approved restructuring plans that were generally developed to improve our cost structure and/or operations, often in conjunction with our acquisition integration strategies and/or other strategic initiatives. Restructuring expenses consist of employee severance costs, contract termination costs and certain other exit costs to improve our cost structure prospectively. For additional information regarding our restructuring plans, see Note 8 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report. Year Ended May 31,

reworded 431

FY2021 10-K
Removed
Filed Jun 21, 2021

Percent Change (Dollars in millions) 2021 Actual Constant 2020 Restructuring expenses $ 431 73% 66% $ 250 Restructuring expenses in fiscal 2021 and 2020 primarily related to our 2019 Restructuring Plan, which is substantially complete. Our management approved, committed to and initiated the 2019 Restructuring Plan in order to restructure and further improve efficiencies in our operations. We may incur additional restructuring expenses in future periods due to the initiation of new restructuring plans or from changes in estimated costs associated with existing restructuring plans. The majority of the initiatives undertaken by our 2019 Restructuring Plan were effected to implement our continued emphasis in developing, marketing and selling our cloud-based offerings. These initiatives impacted certain of our sales and marketing and research and development operations. Certain of the cost savings realized pursuant to our 2019 Restructuring Plan initiatives were offset by investments in resources and geographies that better address the development, marketing, sale and delivery of our cloud‑based offerings including investments in our second‑generation cloud infrastructure.

FY2022 10-K
Added
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021 Restructuring expenses $ 191 -56% -56% $ 431 Restructuring expenses in fiscal 2022 primarily related to our 2022 Restructuring Plan. Restructuring expenses in fiscal 2021 primarily related to our 2019 Restructuring Plan, which is substantially complete. Our management approved, committed to and initiated the 2022 Restructuring Plan and the 2019 Restructuring Plan in order to restructure and further improve efficiencies in our operations. We may incur additional restructuring expenses in future periods due to the initiation of new restructuring plans or from changes in estimated costs associated with existing restructuring plans. The majority of the initiatives undertaken by our 2022 Restructuring Plan were effected to implement our continued emphasis in developing, marketing, selling and delivering our cloud-based offerings. Certain of the cost savings realized pursuant to our 2022 Restructuring Plan initiatives were offset by investments in resources and geographies that better address the development, marketing, sale and delivery of our cloud‑based offerings including investments in the development and delivery of our second‑generation cloud infrastructure.

reworded 2,496

FY2021 10-K
Removed
Filed Jun 21, 2021

Interest Expense: Year Ended May 31, Percent Change (Dollars in millions) 2021 Actual Constant 2020 Interest expense $ 2,496 25% 25% $ 1,995 51 Interest expense increased in fiscal 2021 compared to fiscal 2020 substantially due to higher average borrowings resulting from our issuance of $15.0 billion of senior notes in March 2021 and $20.0 billion of senior notes in March 2020. Non-Operating Income, net: Non-operating income, net consists primarily of interest income, net foreign currency exchange losses, the noncontrolling interests in the net profits of our majority-owned subsidiaries (primarily Oracle Financial Services Software Limited and Oracle Corporation Japan) and net other income and expenses, including net realized gains and losses related to all of our investments, net unrealized gains and losses related to the small portion of our investment portfolio related to our deferred compensation plan, net unrealized gains and losses related to equity securities and non-service net periodic pension income and losses. Year Ended May 31,

FY2022 10-K
Added
Filed Jun 21, 2022

Interest Expense: Year Ended May 31, Percent Change (Dollars in millions) 2022 Actual Constant 2021 Interest expense $ 2,755 10% 10% $ 2,496 Interest expense increased in fiscal 2022 compared to fiscal 2021 primarily due to higher average borrowings during fiscal 2022 that resulted from our issuance of $15.0 billion of senior notes in March 2021 partially offset by lower interest expense that resulted from $8.3 billion of scheduled repayments made during fiscal 2022. 52 Non-Operating (Expenses) Income, net: Non-operating (expenses) income, net consists primarily of interest income, net foreign currency exchange losses, the noncontrolling interests in the net profits of our majority-owned subsidiaries (primarily Oracle Financial Services Software Limited and Oracle Corporation Japan), net gains and losses related to equity investments including losses attributable to equity method investments and net other income and expenses, including net unrealized gains and losses from our investment portfolio related to our deferred compensation plan, and non-service net periodic pension income and losses. Year Ended May 31,

reworded 79%

FY2021 10-K
Removed
Filed Jun 21, 2021

Percent Change (Dollars in millions) 2021 Actual Constant 2020 Interest income $ 101 -81% -81% $ 527 Foreign currency losses, net (112 )

FY2022 10-K
Added
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021 Interest income $ 94 -7% -5% $ 101 Foreign currency losses, net (199 ) 79%

reworded Not meaningful

FY2021 10-K
Removed
Filed Jun 21, 2021

282 74% 95% $ 162 * Not meaningful Our non-operating income, net increased in fiscal 2021 compared to fiscal 2020 primarily due to higher other income, net that primarily resulted from a $299 million unrealized investment gain for certain non-marketable securities due to an observable price change and a $193 million unrealized investment gain associated with certain marketable equity securities that we held for certain employee benefit plans and classified as trading, and for which an equal and offsetting amount was recorded to our operating expenses during the same period. These increases in non-operating income, net were partially offset by lower interest income that we recognized in fiscal 2021, which was caused by lower average interest rates that were applicable to our cash, cash equivalent and marketable securities balances. Benefit from (Provision for) Income Taxes: Our effective income tax rates for each of the periods presented were the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. Refer to Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a discussion regarding the differences between the effective income tax rates as presented for the periods below and the U.S. federal statutory income tax rates that were in effect during these periods. Future effective tax rates could be adversely affected by an unfavorable shift of earnings weighted to jurisdictions with higher tax rates, by unfavorable changes in tax laws and regulations, by adverse rulings in tax related litigation, or by shortfalls in stock-based compensation realized by employees relative to stock-based compensation that was recorded for book purposes, among others. Year Ended May 31,

FY2022 10-K
Added
Filed Jun 21, 2022

(86 ) * * 211 Total non-operating (expenses) income, net $ (522 ) * * $ 282 * Not meaningful In constant currency, we incurred non-operating expenses, net in fiscal 2022 in comparison to non-operating income, net that we recorded in fiscal 2021. Non-operating expenses, net increased during fiscal 2022 primarily due to higher net foreign currency losses; higher net losses from equity investments, primarily due to an unrealized gain of $299 million recorded in fiscal 2021 for certain non-marketable equity securities with no such corresponding gain recorded in fiscal 2022; higher losses in fiscal 2022 associated with equity investments for which we follow the equity method of accounting; and higher other expense, net, which was primarily attributable to higher unrealized investment losses associated with certain marketable equity securities that we held for employee benefit plans, and for which an equal and offsetting amount was recorded to our operating expenses during the same period. (Provision for) Benefit from Income Taxes: Our effective income tax rates for each of the periods presented were the result of the mix of income earned in various tax jurisdictions that apply a broad range of income tax rates. Refer to Note 13 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report for a discussion regarding the differences between the effective income tax rates as presented for the periods below and the U.S. federal statutory income tax rates that were in effect during these periods. Future effective tax rates could be adversely affected by an unfavorable shift of earnings weighted to jurisdictions with higher tax rates, by unfavorable changes in tax laws and regulations, by adverse rulings in tax related litigation, or by shortfalls in stock-based compensation realized by employees relative to stock-based compensation that was recorded for book purposes, among others. Year Ended May 31,

reworded Effective tax expense (benefit) rate

FY2021 10-K
Removed
Filed Jun 21, 2021

Percent Change (Dollars in millions) 2021 Actual Constant 2020 Benefit from (provision for) income taxes $ 747 * * $ (1,928 ) Effective tax (benefit) expense rate

FY2022 10-K
Added
Filed Jun 21, 2022

Percent Change (Dollars in millions) 2022 Actual Constant 2021 (Provision for) benefit from income taxes $ (932 ) * * $ 747 Effective tax expense (benefit) rate

reworded Cash, cash equivalents and marketable securities

FY2021 10-K
Removed
Filed Jun 21, 2021

Liquidity and Capital Resources As of May 31, (Dollars in millions) 2021 Change 2020 Working capital $ 31,403 -10% $ 34,940 Cash, cash equivalents and marketable securities $

FY2022 10-K
Added
Filed Jun 21, 2022

Liquidity and Capital Resources As of May 31, (Dollars in millions) 2022 Change 2021 Working capital $ 12,122 -61% $ 31,403 Cash, cash equivalents and marketable securities $

reworded Net cash provided by (used for) investing activities

FY2021 10-K
Removed
Filed Jun 21, 2021

(Dollars in millions) 2021 Change 2020 Net cash provided by operating activities $ 15,887 21% $ 13,139 Net cash (used for) provided by investing activities $

FY2022 10-K
Added
Filed Jun 21, 2022

(Dollars in millions) 2022 Change 2021 Net cash provided by operating activities $ 9,539 -40% $ 15,887 Net cash provided by (used for) investing activities $

reworded Not meaningful

FY2021 10-K
Removed
Filed Jun 21, 2021

(13,098 ) * $ 9,843 Net cash used for financing activities $ (10,378 ) 69% $ (6,132 ) * Not meaningful Cash flows from operating activities: Our largest source of operating cash flows is cash collections from our customers following the purchase and renewal of their license support agreements. Payments from customers for these license support agreements are generally received near the beginning of the contracts' terms, which are generally one year in length. Over the course of a fiscal year, we also have historically generated cash from the 53 sales of new licenses, cloud services, hardware offerings and other services. Our primary uses of cash from operating activities are for employee related expenditures, material and manufacturing costs related to the production of our hardware products, taxes, interest payments and leased facilities. Net cash provided by operating activities increased during fiscal 2021 compared to fiscal 2020 primarily due to higher net income, higher cash collections from customers, a portion of which were previously delayed due to the global economic effects that resulted from COVID-19, and certain other cash favorable working capital changes, in each case in fiscal 2021 relative to fiscal 2020. Cash flows from investing activities: The changes in cash flows from investing activities primarily relate to the timing of our purchases, maturities and sales of our investments in marketable securities, and investments in capital and other assets, including certain intangible assets, to support our growth. Net cash used for investing activities was $13.1 billion during fiscal 2021 in comparison to net cash provided by investing activities of $9.8 billion during fiscal 2020. Net cash used for investing activities during fiscal 2021 primarily resulted from an increase in cash used for the purchases of marketable securities and other investments and an increase in capital expenditures, partially offset by an increase in cash proceeds from sales and maturities of marketable securities and other investments, in each case during fiscal 2021 relative to fiscal 2020. In fiscal 2022, we expect our capital expenditures could nearly double relative to fiscal 2021, primarily to increase data center capacities and geographic locations to meet current and expected customer demand for our cloud services. Cash flows from financing activities: The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments, stock repurchases, dividend payments and net proceeds related to employee stock programs. Net cash used for financing activities during fiscal 2021 increased compared to fiscal 2020 primarily due to lower proceeds from the issuance of senior notes and higher stock repurchases, partially offset by lower debt repayments and higher cash proceeds from stock option exercises, in each case during fiscal 2021 in comparison to fiscal 2020. Free cash flow: To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flows generated from our operations. We believe that free cash flow is also useful as one of the bases for comparing our performance with our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flow as follows: Year Ended May 31,

FY2022 10-K
Added
Filed Jun 21, 2022

11,220 * $ (13,098 ) Net cash used for financing activities $ (29,126 ) 181% $ (10,378 ) * Not meaningful Cash flows from operating activities: Our largest source of operating cash flows is cash collections from our customers following the purchase and renewal of their license support agreements. Payments from customers for these license support agreements are generally received near the beginning of the contracts' terms, which are generally one year in length. Over the course of a fiscal year, we also have historically generated cash from the sales of new licenses, cloud services, hardware offerings and other services. Our primary uses of cash from operating activities are typically for employee related expenditures, material and manufacturing costs related to the production of our hardware products, taxes, interest payments and leased facilities. Net cash provided by operating activities decreased during fiscal 2022 compared to fiscal 2021 primarily due to lower net income that was primarily the result of cash payments made in connection with certain litigation related charges that we generally do not expect to recur and certain other cash unfavorable working capital changes, net, in each case during fiscal 2022 in comparison to fiscal 2021. Cash flows from investing activities: The changes in cash flows from investing activities primarily relate to the timing of our purchases, maturities and sales of our investments in marketable securities, and investments in capital and other assets, including certain intangible assets, to support our growth. Net cash provided by investing activities was $11.2 billion during fiscal 2022 in comparison to net cash used for investing activities of $13.1 billion during fiscal 2021. The increase in net cash provided by investing activities during fiscal 2022 was primarily due to a decrease in the cash used for the purchases of marketable securities and 54 other investments, partially offset by a decrease in cash proceeds from sales and maturities of marketable securities and other investments and an increase in cash used for capital expenditures, in each case during fiscal 2022 in comparison to fiscal 2021. Cash flows from financing activities: The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments, stock repurchases, dividend payments and net proceeds related to employee stock programs. Net cash used for financing activities during fiscal 2022 increased compared to fiscal 2021 primarily due to an issuance of $15.0 billion of senior notes in fiscal 2021 with no corresponding issuance of senior notes in fiscal 2022, higher debt repayments, higher net cash used for our employee stock program, and higher payments of dividends, partially offset by lower stock repurchases, in each case during fiscal 2022 in comparison to fiscal 2021. Free cash flow: To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flows generated from our operations. We believe that free cash flow is also useful as one of the bases for comparing our performance with our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity. We calculate free cash flow as follows: Year Ended May 31,

reworded other contractual commitments associated with agreements that are enforceable and legally binding.

FY2021 10-K
Removed
Filed Jun 21, 2021

operating lease liabilities that are included in our consolidated balance sheet; and • other contractual commitments associated with agreements that are enforceable and legally binding. In addition, as of May 31, 2021, we had $8.5 billion of gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities, although we believe it is reasonably possible that certain of these liabilities could be settled or released during fiscal 2022. We are involved in claims and legal proceedings, which are inherently uncertain with respect to outcomes, estimates and assumptions that we make as of each reporting period, are inherently unpredictable, and many aspects are out of our control. Notes 7, 11, 14 and 17 of 55 Notes to Consolidated Financial Statements included elsewhere in this Annual Report include additional information regarding our contractual obligations and contingencies. We believe that our current cash, cash equivalents and marketable securities and cash generated from operations will be sufficient to meet our working capital, capital expenditures and contractual obligation requirements. In addition, we believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash equivalents and marketable securities, cash generated from operations, additional borrowings or from the issuance of additional securities.

FY2022 10-K
Added
Filed Jun 21, 2022

operating lease liabilities that are included in our consolidated balance sheet; and • other contractual commitments associated with agreements that are enforceable and legally binding. In addition, as of May 31, 2022, we had $8.9 billion of gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities, although we believe it is reasonably possible that certain of these liabilities could be settled or released during fiscal 2023. We are involved in claims and legal proceedings, which are inherently uncertain with respect to outcomes, estimates and assumptions that we make as of each reporting period, are inherently unpredictable, and many aspects are out of our control. Notes 2, 7, 13 and 16 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report include additional information regarding our most material contractual obligations and contingencies. We believe that our current cash, cash equivalents and marketable securities balances, cash generated from operations, and the Revolving Credit Agreement and the Bridge Credit Agreement will be sufficient to meet our working capital, capital expenditures and contractual obligations requirements. In addition, we believe that we could fund our future acquisitions, dividend payments and repurchases of common stock or debt with our internally available cash, cash equivalents and marketable securities, cash generated from operations, additional borrowings or from the issuance of additional securities.

reworded Stock-Based Awards

FY2021 10-K
Removed
Filed Jun 21, 2021

Restricted Stock-Based Awards and Stock Options Our stock-based compensation program is a key component of the compensation package we provide to attract and retain certain of our talented employees and align their interests with the interests of existing stockholders. We recognize that restricted stock-based awards and stock options dilute existing stockholders and have sought to control the number of stock-based awards granted while providing competitive compensation packages. Consistent with these dual goals, our cumulative potential dilution since June 1, 2018 has been a weighted-average annualized rate of 1.0% per year. The potential dilution percentage is calculated as the average annualized new restricted stock-based awards and stock options granted and assumed, net of restricted stock-based awards and stock options forfeited by employees leaving the company, divided by the weighted-average outstanding shares during the calculation period. This maximum potential dilution will only result if all restricted stock-based awards vest and stock options are exercised. Of the outstanding stock options at May 31, 2021, which generally have a ten-year exercise period, all have exercise prices lower than the market price of our common stock on such date. In recent years, our stock repurchase program has more than offset the dilutive effect of our stock-based compensation program. However, we may modify the levels of our stock repurchases in the future depending on a number of factors, including the amount of cash we have available for acquisitions, to pay dividends, to repay or repurchase indebtedness or for other purposes. As of May 31, 2021, the maximum potential dilution from all outstanding restricted stock-based awards and unexercised stock options, regardless of when granted and regardless of whether vested or unvested, was 7.7%. During fiscal 2021, the Compensation Committee of the Board of Directors reviewed and approved the annual organization-wide stock-based award grants to selected employees; all stock-based award grants to senior officers; and any individual grant of restricted stock units of 62,500 or greater. Each member of a separate executive officer committee, referred to as the Plan Committee, was allocated a fiscal 2021 equity budget that could be used throughout the fiscal year to grant equity within his or her organization, subject to certain limitations established by the Compensation Committee. 56

FY2022 10-K
Added
Filed Jun 21, 2022

Stock-Based Awards Our stock-based compensation program is a key component of the compensation package we provide to attract and retain certain of our talented employees and align their interests with the interests of existing stockholders. We recognize that stock-based awards dilute existing stockholders and have sought to control the number of stock-based awards granted while providing competitive compensation packages. Consistent with these dual goals, our cumulative potential dilution since June 1, 2019 has been a weighted-average annualized rate of 1.3% per year. The potential dilution percentage is calculated as the average annualized new stock-based awards granted and assumed, net of stock-based awards forfeited by employees leaving the company, divided by the weighted-average outstanding shares during the calculation period. This maximum potential dilution will only result if all stock-based awards vest and, if applicable, are exercised. Of the outstanding stock options at May 31, 2022, which generally have a ten-year exercise period, all have exercise prices lower than the market price of our common stock on such date. In recent years, our stock repurchase program has more than offset the dilutive effect of our stock-based compensation program. However, we may modify the levels of our stock repurchases in the future depending on a number of factors, including the amount of cash we have available for acquisitions, to pay dividends, to repay or repurchase indebtedness or for other purposes. As of May 31, 2022, the maximum potential dilution from all outstanding stock-based awards, regardless of when granted and regardless of whether vested or unvested, was 8.4%. During fiscal 2022, the Compensation Committee of the Board of Directors reviewed and approved the annual organization-wide stock-based award grants to selected employees; all stock-based award grants to senior officers; and any individual grant of restricted stock units of 62,500 or greater. Each member of a separate executive officer committee, referred to as the Plan Committee, was allocated a fiscal 2022 equity budget that could be used throughout the fiscal year to grant equity within his or her organization, subject to certain limitations established by the Compensation Committee. 56

reworded Hardware Business

FY2021 10-K
Removed
Filed Jun 21, 2021

Hardware Business Our hardware business, which represented 8% and 9% of our total revenues in fiscal 2021 and 2020, respectively, provides a broad selection of enterprise hardware products and hardware-related software products including Oracle Engineered Systems, servers, storage, industry-specific hardware offerings, operating systems, virtualization, management and other hardware-related software, and related hardware support. Each hardware product and its related software, such as an operating system or firmware, are highly interdependent and interrelated and are accounted for as a combined performance obligation. The revenues for this combined performance obligation are generally recognized at the point in time that the hardware product and its related software are delivered to the customer and ownership is transferred to the customer. We expect to make investments in research and development to improve existing hardware products and services and to develop new hardware products and services. The majority of our hardware products are sold through indirect channels, including independent distributors and value-added resellers. Our hardware support offerings provide customers with unspecified software updates for software components that are essential to the functionality of our hardware products and associated software products such as Oracle Solaris. Our hardware support offerings can also include product repairs, maintenance services and technical support services. Hardware support contracts are entered into and renewed at the option of the customer, are generally priced as a percentage of the net hardware products fees and are generally recognized as revenues ratably as the hardware support services are delivered over the contractual terms. We generally expect our hardware business to have lower operating margins as a percentage of revenues than our cloud and license business due to the incremental costs we incur to produce and distribute these products and to provide support services, including direct materials and labor costs. Our quarterly hardware revenues are difficult to predict. Our hardware revenues, cost of hardware and hardware operating margins that we report are affected by many factors, including our manufacturing partners' abilities to timely manufacture or deliver a few large hardware transactions; our strategy for and the position of our hardware products relative to competitor offerings; customer demand for competing offerings, including cloud infrastructure offerings; the strength of general economic and business conditions; governmental budgetary constraints; whether customers decide to purchase hardware support contracts at or in close proximity to the time of hardware product sale; the percentage of our hardware support contract customer base that renews its support contracts and the close association between hardware products, which have a finite life, and customer demand for related hardware support as hardware products age; customer decisions to either maintain or upgrade their existing hardware infrastructure to newly developed technologies that are available; and foreign currency rate fluctuations.

FY2022 10-K
Added
Filed Jun 21, 2022

Hardware Business Our hardware business, which represented 7% and 8% of our total revenues in fiscal 2022 and 2021, respectively, provides a broad selection of enterprise hardware products and hardware-related software products including Oracle Engineered Systems, servers, storage, industry-specific hardware offerings, operating systems, virtualization, management and other hardware-related software, and related hardware support. Each hardware product and its related software, such as an operating system or firmware, are highly interdependent and interrelated and are accounted for as a combined performance obligation. The revenues for this combined performance obligation are generally recognized at the point in time that the hardware product and its related software are delivered to the customer and ownership is transferred to the customer. We expect to make investments in research and development to improve existing hardware products and services and to develop new hardware products and services. The majority of our hardware products are sold through indirect channels, including independent distributors and value-added resellers. Our hardware support offerings provide customers with unspecified software updates for software components that are essential to the functionality of our hardware products and associated software products. Our hardware support offerings can also include product repairs, maintenance services and technical support services. Hardware support contracts are entered into and renewed at the option of the customer, are generally priced as a percentage of the net hardware products fees and are generally recognized as revenues ratably as the hardware support services are delivered over the contractual terms. We generally expect our hardware business to have lower operating margins as a percentage of revenues than our cloud and license business due to the incremental costs we incur to produce and distribute these products and to provide support services, including direct materials and labor costs. Our quarterly hardware revenues are difficult to predict. Our hardware revenues, cost of hardware and hardware operating margins that we report are affected by many factors, including our manufacturing partners' abilities to timely manufacture or deliver a few large hardware transactions, with this factor becoming more pronounced in recent periods due to global supply chain constraints for certain technology components; our strategy for and the position of our hardware products relative to competitor offerings; customer demand for competing offerings, including cloud infrastructure offerings; the strength of general economic and business conditions; governmental budgetary constraints; whether customers decide to purchase hardware support contracts at or in close proximity to the time of hardware product sale; the percentage of our hardware support contract customer base that renews its support contracts and the close association between hardware products, which have a finite life, and customer demand for related hardware support as hardware products age; customer decisions to either maintain or upgrade their existing hardware infrastructure to newly developed technologies that are available; and foreign currency rate fluctuations.

reworded Basic weighted-average shares outstanding from June 1, 2019 through May 31, 2022

FY2021 10-K
Removed
Filed Jun 21, 2021

Weighted-average annualized stock repurchases (475 ) Shares outstanding at May 31, 2021 2,814 Basic weighted-average shares outstanding from June 1, 2018 through May 31, 2021

FY2022 10-K
Added
Filed Jun 21, 2022

Weighted-average annualized stock repurchases (292 ) Shares outstanding at May 31, 2022 2,665 Basic weighted-average shares outstanding from June 1, 2019 through May 31, 2022

reworded Services Business

FY2021 10-K
Removed
Filed Jun 21, 2021

Services Business Our services business, which represented 8% of our total revenues in each of fiscal 2021 and 2020, helps customers and partners maximize the performance of their investments in Oracle applications and infrastructure technologies. We believe that our services are differentiated based on our focus on Oracle technologies, extensive experience, broad sets of intellectual property and best practices. Our services offerings include consulting services and advanced customer services. Our services business has lower margins than our cloud and license and hardware businesses. Our services revenues are affected by many factors including our strategy for, and the 38 competitive position of, our services; customer demand for our cloud and license and hardware offerings and the associated services for these offerings; general economic conditions; governmental budgetary constraints; personnel reductions in our customers' IT departments; tighter controls over customer discretionary spending; and foreign currency rate fluctuations.

FY2022 10-K
Added
Filed Jun 21, 2022

Services Business Our services business, which represented 8% of our total revenues in each of fiscal 2022 and 2021, helps customers and partners maximize the performance of their investments in Oracle applications and infrastructure technologies. We believe that our services are differentiated based on our focus on Oracle technologies, extensive experience, broad sets of intellectual property and best practices. Our services offerings include consulting services and advanced customer services. Our services business has lower margins than our cloud and license and hardware businesses. Our services revenues are affected by many factors including our strategy for, and the competitive position of, our services; customer demand for our cloud and license and hardware offerings and the related services that we may market and sell in connection with these offerings; general economic conditions; 38 governmental budgetary constraints; personnel reductions in our customers' IT departments; tighter controls over customer discretionary spending; and foreign currency rate fluctuations.