Oracle issues 100 million depositary shares of mandatory convertible preferred stock
Oracle sold 100,000,000 depositary shares, each representing a 1/2,000th interest in its 6.50% Series D Mandatory Convertible Preferred Stock, under an underwriting agreement dated February 2, 2026; the offering closed February 5, 2026. Until the preferred stock is converted or redeemed, Oracle cannot pay common stock dividends or buy back common shares unless all accumulated preferred dividends have been paid, and the preferred stock converts into common shares on January 15, 2029 based on a 20-day average price, which will determine how many new common shares are issued.
Key points
- 100,000,000 depositary shares sold under an underwriting agreement dated February 2, 2026; the offering closed February 5, 2026.
- Each depositary share represents a 1/2,000th interest in a share with a $100,000 liquidation preference.
- Dividends accrue at 6.50% a year, payable January 15, April 15, July 15 and October 15 from April 15, 2026 through January 15, 2029.
- Mandatory conversion into between 499.8126 and 624.7657 common shares per preferred share, based on the 20-day VWAP ending before January 15, 2029.
The filing
Written by AI on Nov 8, 2026, 2:16 AM ET, from this filing 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 05, 2026.
Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.