Oracle 8K Regulation FD Disclosure | ORCL 16 Jul 15

Investor Presentation

July 2015

Exhibit 99.1

Oracle: Business and Performance Overview

US$38.2 billion total GAAP revenue in FY 2015

100% of the Fortune 100 are customers

Over 400,000 customers in 145+ countries

Invested $5.5 billion in R&D in FY 2015

Approximately 132,000 employees

provider

enterprise

software

worldwide

and

leading

provider

hardware

and

services

for

Oracle

database and middleware software, application software, cloud infrastructure, and hardware systems

Stock

chart:

FactSet

Research.

Prices

for

the

last

years

were

indexed

(6/05

–

6/15)

Oracle Stock has Outperformed

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

2015

Oracle

S&P 500

Dow Jones

S&P Information Technology

Transformation to the Cloud Accelerates

Oracle’s primary area of focus over the next few years is becoming the #1 company in cloud

computing’s

two most profitable segments –

SaaS

and PaaS

Software and Cloud Revenue

Cloud Revenue

Unrelenting Growth in Cloud

Cloud business growing at a $2.3

billion run rate

Q4 SaaS/PaaS bookings grew 200%

consecutive quarter of 100%

growth

Bookings –

leading indicator of

revenue growth

SaaS/PaaS revenue up 29% in Q4;

up 32% in FY15

FY10

FY11

FY12

FY13

FY14

FY15

Software and Cloud

FY10

FY11

FY12

FY13

FY14

FY15

0.0

0.5

1.0

1.5

2.0

2.5

IaaS

SaaS/PaaS

1 Year

CAGR

+32%

+33%

5 Year

CAGR

+75%

+16%

1 Year

CAGR

+1%

5 Year

CAGR

+7%

Disciplined Allocation of Capital, With Emphasis on

Returning Capital to Shareholders

In the Last 5 Years:

Over $44 billion of capital returned to

shareholders

68% of cumulative free cash flow

(85% over last 3 years)

25% of current market

capitalization

Quarterly dividends per share

increased

200%

(US$ in Billions)

2011

2012

2013

2014

2015

Capital Expenditures

Acquisitions

Dividends

Share Repurchases

$0.5

$0.6

$0.7

$0.6

$1.4

$1.8

$4.7

$3.3

$3.5

$6.2

$1.1

$1.2

$1.4

$2.2

$2.3

$1.2

$5.9

$11.0

$9.8

$8.1

Summary of Shareholder Feedback

Oracle

continues

expand

the

scope

and

improve

the

quality

its

engagement

with

shareholders

–

the last fiscal year:

–

The company’s senior executives and directors (including Compensation Committee members)

engaged with 13 of the top-20 shareholders holding 27% of unaffiliated shares on the topics of

compensation and governance

–

Focused on increasing the scope and depth of our engagement

In conversations with shareholders, we heard a focus on the following key areas regarding compensation:

Introduced performance-based (relative and absolute) metrics to our at-risk equity components

Increased the duration of long-term incentives

Reduction in the quantum of pay

In the past year we have transitioned a significant portion of compensation to long-term, performance-

based PSUs, and have taken a number of steps to reduce the overall quantum of compensation

The

Board

and

Compensation

Committee

made

improvements

our

compensation

program

and

increased the scope and depth of engagement with our shareholders

Significant Compensation Program Improvements

Introduced Performance Stock Units (“PSUs”)

PSUs are earned based on relative performance depending on each NEO’s

position

PSUs are long-term (4 year term with multiple performance periods, the longest

of which is 3 years), performance based, and subject to robust metrics tailored to

business responsibilities

Mr. Ellison’s compensation reduced to reflect transition from CEO to Executive

Chairman & Chief Technology Officer roles

Performance-based

compensation

Long-term performance periods

Quantum of pay and equity dilution

Significant changes in ORCL compensation…

…are consistent with investor perspectives

Significantly reduced number of shares subject to stock options granted to

Mr. Ellison, Ms. Catz and Mr. Hurd

Option awards reduced to 5 year terms (from 10 years), significantly reducing value;

maintain long-term vest (4 years)

Continuing to award equity in the form of PSUs

FY15

FY16

A Structure that Pays for Performance

Annual

performance-based

cash

bonuses

for

Mr.

Ellison,

Ms.

Catz

and

Mr.

Hurd

are

tied

the

key

driver

shareholder

value

–

our

ability to grow Oracle’s non-GAAP pre-tax profits year-over-year

–

In years where no growth in non-GAAP pre-tax profits is achieved, no performance-based cash bonuses are awarded

–

2015

bonuses

are

expected

paid out at $0 to Mr. Ellison, Ms. Catz and Mr. Hurd*

–

2014

bonuses

paid

out

16%

target

(~$741,000

for

Mr.

Ellison

and

~$456,000

for

Ms.

Catz

and

Mr.

Hurd)

For

Mr.

Ellison,

Ms.

Catz

and

Mr.

Hurd,

PSU

payouts

are

based

Oracle’s

revenue

growth

and

operating

cash

flow

growth

relative

select peer company performances

–

25%

PSUs

are

tied

each

separate

performance

periods

(representing

transition

3-year

performance

period);

earned shares vest at the end of each period

•

Tranche 1: year 1 performance

•

Tranche 2: weighted average performance for combined years 1 and 2

•

Tranche 3: weighted average performance for combined years 1, 2 and 3

•

Tranche 4: weighted average performance for combined years 2, 3 and 4

Aggregate

Target

PSUs

Eligible

Vest

Grant

Date

Value¹

Target

PSUs

Vesting

Actual

PSUs

Vesting

Illustrative

Value

Vested

PSUs²

% Reduction From

Grant

Date Value

Mr. Ellison

140,625

$5,691,094

60.7%

85,358

$3,429,684

(39.7%)

Ms. Catz

171,875

$6,955,781

104,327

$4,191,859

Mr. Hurd

171,875

$6,955,781

104,327

$4,191,859

*The corporate bonus for other executive and non-executive Oracle employees for FY 2015 will be determined and paid in due course consistent with past practice

Based on Oracle’s closing share price on July 24, 2014 of $40.47

Based on Oracle’s closing share price on July 9, 2015 of $40.18

Disciplined Reduction in Overall Compensation

Since 2012, total compensation has decreased year-over-year for Mr. Ellison

Mr. Ellison

Ms. Catz

Mr. Hurd

connection

with

the

management

transition,

the

Compensation

Committee

cancelled

1.5

million

equity

equivalent

(750,000

options

and

187,500

PSUs)

Mr.

Ellison’s

2015

equity

award

In FY 2015, Ms. Catz and Mr. Hurd each received a one-time promotional grant of 1 million equity equivalent shares (500,000 options and 125,000 PSUs) in connection with their promotions to CEOs

2016E

reflects

only

the

grant

date

value

equity

awards;

equity

awards

have

historically

represented

>95%

overall

compensation

for

these

executives

$96

$80

$67

$48

$41

2012

2013

2014

2015

2016E

$52

$44

$38

$44

$41

2012

2013

2014

2015

2016E

$52

$44

$38

$44

$41

2012

2013

2014

2015

2016E

$16

$64

$53

(US$ in Millions)

CTO

President & CFO

CEO

President

CEO

Actively Engaged and Responsive Board

“As directors, we are in an oversight role, but we strive to be exposed to the day-to-day business, which

helps us to make more informed decisions on what is right for the company and ultimately shareholders.

Directors regularly participate in key customer events including Oracle OpenWorld and Oracle President

Council Forums.”

H. Raymond Bingham, Chairman of the Finance and Audit Committee

“As a group, the Board understands the importance of shareholder engagement and we have made

extensive efforts to meet with investors in order to best understand their views on executive compensation

and other governance-related topics. Through these engagements, we have discussed key areas of focus in

the Boardroom and these insights have enriched our decision-making process.”

Bruce Chizen, Chairman of the Compensation Committee

“The Board is committed to bringing different substantive areas of expertise, varied perspectives and deep

institutional knowledge to the Boardroom. We continually evaluate our current and future potential desired

skills mix as the foundation for building an effective Board. We added former Secretary of Defense, CIA

Director and House Budget Committee Chairman Leon Panetta in January 2015.”

Michael Boskin, Chairman of the Nominating and Governance Committee

Appendix

Compensation Program Overview & Objectives

Our

goal:

Align

the

interests

executive

officers

with

those

shareholders;

provide

incentives

executive

officers

for

superior

performance;

and

attract

and

retain

highly

talented

and

productive

executive

officers

Compensation

Element

Designed

to Reward

Annual & Long-Term Incentive Metrics

Performance-

Based/

“At

Risk”

Base Salary

Experience, industry

knowledge, duties,

scope of responsibility

N/A

Annual

Performance-Based

Cash

Bonus

Success in achieving

annual results

Bonus

based

growth

non-GAAP

Pre-Tax

Profits

during

fiscal

year

non-GAAP

pre-tax

profits

not

grow

Y-o-Y,

bonus

paid

Bonuses

are

expected

paid

out

for

the

top

NEOs for

2015

In FY 2014, bonuses paid out at 16% of target

Long-Term

Incentive Compensation

50% target allocation to

Stock

Options and

50%

target allocation to

PSUs at grant date

Success in achieving

sustainable long-term

results

50% of target PSUs are tied to relative growth in total consolidated

revenues

on a U.S. GAAP basis

50% of target PSUs are tied to relative growth in total consolidated

operating cash flow (OCF)

Objective relative performance metrics –

both revenue and OCF growth

requires

relative

performance

above

the

weighted

average

the

peer

group

for

target

payout,

and

performance

the

bottom

quartile

peer

group results in zero payout

Sound Compensation and Governance Practices

95%+ of executive compensation is “at risk” or

performance based

Strong historical pay-for-performance alignment

Strong ownership culture –

our executives and directors

hold 26% of Oracle stock and NEOs are subject to robust

ownership guidelines

Double trigger change-in-control benefits under equity

plan

Clawback policy for executive officers

Independent compensation consultant

Commitment to improve dialogue with our shareholders

–

over the last year, representatives of the Board and/or

management discussed executive compensation with 13

of the top-20 shareholders, representing approximately

27% of unaffiliated shares

Annual director elections

Shareholder ability to call a special meeting

Shareholder ability to act by written consent

Director majority voting policy

Diverse and experienced Board with significant

shareholder representation

Independent Presiding Director

100% independent Committees

Ongoing Board refreshment process, with new director

added in 2015

Compensation Governance Practices

Corporate Governance Practices

"Safe Harbor" Statement: Statements in this presentation relating to Oracle's future

plans, expectations, beliefs, intentions and prospects are "forward-looking statements"

and are subject to material risks and uncertainties. A detailed discussion of these

factors and other risks that affect our business is contained in our SEC filings, including

our most recent reports on Form 10-K and Form 10-Q, particularly under the heading

"Risk Factors." Copies of these filings are available online from the SEC or by contacting

Oracle Corporation's Investor Relations Department at (650) 506-4073 or by clicking on

SEC Filings on Oracle’s Investor Relations website at http://www.oracle.com/investor.

All information set forth in this presentation is current as of July 16, 2015. Oracle

undertakes no duty to update any statement in light of new information or future

events.

Safe Harbor Statement

Oracle (ORCL) 8-KRegulation FD Disclosure