AI brief of an SEC Form 8-K · Oracle (ORCL)

Oracle sells $25 billion in notes and sets up $20 billion at-the-market stock sale

Neutral Impact 4 of 5 financing Written later

On February 4, 2026, Oracle completed a $25 billion offering of eight tranches of notes maturing between 2029 and 2066. Two days earlier, it agreed to an equity distribution program that lets sales agents sell up to $20.0 billion of common stock, though Oracle is not obligated to sell any shares. For shareholders, the new debt adds to Oracle's borrowings, and any share sales under the program would increase the number of shares outstanding.

Key points

  • Notes totaling $25 billion: $500 million Floating Rate Notes due 2029 up to $5.0 billion 5.700% Notes due 2036 and 6.700% Notes due 2056, with the 6.850% Notes due 2066 at $2.75 billion.
  • Net proceeds are for general corporate purposes, including capital expenditures, repayment of debt, investments or acquisitions, and dividends or share repurchases.
  • At-the-market program dated February 2, 2026 covers up to $20.0 billion of common stock, with 15 sales agents after a February 3, 2026 joinder.
  • Sales agents may receive a commission of up to 0.50% of gross proceeds from each share sale.

The filing

CompanyOracle (ORCL)
Form8-K, current report
Filed with the SECFeb 4, 2026, 5:20 PM ET
Accession number0001193125-26-037840

Items reported: 1.01 Material Definitive Agreement8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI (Anthropic Claude, claude-haiku-5-5) on Nov 8, 2026, 2:16 AM ET, from the text of the filing and its press-release exhibits only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on February 04, 2026.

Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.