Insights derived from analysing SEC filings. Independent analysis, not a publication of the SEC.
Figures come from Forms 10-K for FY2022 to FY2026, Forms 10-Q from Q1 FY2025 to Q1 FY2027, and Forms 8-K from Sep 2024 to Sep 2026 with their quarterly earnings exhibits 99.1. Other sources are proxy statements of 2025 and 2026, a Schedule 13G, Forms 13F and Forms 3, 4 and 144 filed under central index key 1341439, and comparable filings of six peers. The Sources appendix lists accession numbers of the Oracle and peer filings used. Market prices are closing prices of 5 October 2026.
Revenue TTM
$71.78bn
up 29.6% in Q1 FY2027
Remaining performance obligations
$664bn
at 31 Aug 2026; $455bn a year earlier
Cloud infrastructure Q1 FY2027
$7.39bn
up 121% on Q1 FY2026
Free cash flow TTM
$(28.7)bn
capital spending $75.7bn
Share price
$142.48
close of 5 Oct 2026, 17.6x FY2027 non GAAP EPS guidance
Contracted backlog is 9.3x TTM revenue. Remaining performance obligations (RPO) were $664bn at 31 Aug 2026, against $455bn a year earlier.
Q1 FY2027 revenue (to 31 Aug 2026) was $19.35bn, up 30%. Cloud infrastructure revenue was $7.39bn, up 121%. Guidance is Q2 growth of 30% to 34% and FY2027 revenue of at least $90bn.
Capital spending exceeds operating cash flow. Q1 FY2027 capital spending was $28.50bn and operating cash flow $23.10bn, of which
$11.36bn was customer prepayments. TTM free cash flow was $(28.72)bn. Management guided FY2027 capital spending of $90bn to $95bn on the earnings call.
Oracle funds the build with debt, leases and new shares. Borrowings were $125.34bn and lease liabilities $43.81bn at 31 Aug 2026. A further $288bn of data center
leases start between Q2 FY2027 and FY2029. In Q1 FY2027 Oracle sold about 141m shares for $19.91bn, about $141 a share (computed).
Core operating margin is stable at about 36%. TTM core operating margin was 36.3% and FY2024 36.0%. Cloud and software segment margin fell from
60% to 55% in Q1 as depreciation rose to 16.3% of revenue. Lower sales and marketing and R&D ratios offset this.
Shares trade at 17.6x FY2027 non GAAP EPS guidance of $8.10. At $142.48 the P/E is 22.3x TTM GAAP EPS of $6.38 and 24.0x TTM core EPS
of $5.94. Price is 54% below the 52 week high close of $313.00. Larry Ellison holds 38.2% of shares.
Scenario values for end FY2030 are $58 (worst), $207 (base) and $409 (best) per share.
Current price is 13.8x base case and 9.0x best case FY2030 core EPS. In the sensitivity analysis, the volume of new contracts and the exit P/E
move value the most.
Views on these results differ. Arguments for a lower valuation cite negative free cash flow, $125bn of borrowings, lease commitments, share issues and
reliance on a small number of large AI customers (10-K risk factors). Arguments for a higher valuation cite RPO of $664bn, customer prepayments,
cloud infrastructure growth of 121% and a stable core margin.
Oracle sells database and application software as cloud services and as licenses with support, plus hardware and services. Cloud infrastructure (OCI) rents
computing capacity, including GPU capacity for AI training and inference. Cloud applications include Fusion, NetSuite and Oracle Health. Cloud was 60% of Q1 FY2027 revenue.
Mix shift. Cloud infrastructure was 13% of revenue in FY2024 and 38% in Q1 FY2027.
Software support revenue was $19.74bn TTM, flat for three years. Customers moving support contracts to Oracle Cloud added $5.4bn of annualized cloud revenue over three years (10-K).
Customers. The 10-K attributes RPO growth to "certain significant cloud contracts" and states that some OCI offerings are concentrated among a few large customers.
The Q2 FY2026 release names Meta and NVIDIA as new commitments. Each customer was below 10% of revenue in FY2026.
Capacity. Oracle delivered 850 MW of data center capacity and more than 300,000 GPUs in Q1 FY2027 (release). It operates about 181 data center locations, substantially all leased.
Multicloud database services run inside Microsoft Azure, Amazon Web Services and Google Cloud.
People and management. About 141,000 employees at 31 May 2026. Clayton Magouyrk and Michael Sicilia became CEOs in Sep 2025 and Hilary Maxson CFO in Apr 2026.
Table 1.1. Revenue by offering
Offering
FY2024
FY2025
FY2026
TTM
FY2026 y/y
Q1 FY2027 y/y
Cloud infrastructure
6.84bn
10.23bn
18.10bn
22.14bn
76.9%
120.7%
Cloud applications
12.93bn
14.27bn
15.89bn
16.27bn
11.3%
9.9%
Software support
19.61bn
19.52bn
19.80bn
19.74bn
1.4%
(1.2%)
Software license
5.08bn
5.20bn
4.74bn
4.63bn
(8.9%)
(14.5%)
Hardware
3.07bn
2.94bn
3.08bn
3.19bn
5.0%
15.5%
Services
5.43bn
5.23bn
5.74bn
5.81bn
9.7%
4.8%
Cloud (infrastructure plus applications)
19.77bn
24.51bn
33.99bn
38.41bn
38.7%
61.5%
Total revenue
52.96bn
57.40bn
67.36bn
71.78bn
17.3%
29.6%
TTM = FY2026 plus Q1 FY2027 less Q1 FY2026. Presentation of the FY2026 10-K; earlier filings combined cloud services with license support.
Table 1.2. Segment margin by business
$
FY2024
FY2025
FY2026
TTM
Q1 FY2026
Q1 FY2027
Cloud and software
28.51bn
30.93bn
34.47bn
36.14bn
7.69bn
9.36bn
Hardware
1.92bn
1.92bn
2.02bn
2.02bn
447m
452m
Services
916m
993m
1.53bn
1.65bn
332m
445m
Cloud and software margin, % of its revenue
64.1%
62.8%
58.9%
57.6%
59.6%
54.5%
Operating income, GAAP
15.35bn
17.68bn
20.61bn
23.06bn
4.28bn
6.73bn
Segment margin is revenue less direct costs and sales and marketing. It is stated before R&D, general and administrative costs, stock compensation, amortization, restructuring and interest.
Table 1.3. Revenue by region
Region
FY2022
FY2023
FY2024
FY2025
FY2026
FY2026 share
Q1 FY2027 y/y
Americas
23.68bn
31.23bn
33.12bn
36.34bn
44.48bn
66.0%
41.9%
Europe, Middle East and Africa
12.01bn
12.11bn
13.03bn
14.03bn
15.30bn
22.7%
7.0%
Asia Pacific
6.75bn
6.62bn
6.81bn
7.04bn
7.58bn
11.3%
7.0%
United States revenue was $39.84bn in FY2026, 59% of total. Americas supplied 88% of FY2026 growth in constant currency (10-K).
Q1 FY2027 revenue rose 29.6% to $19.35bn and GAAP operating income rose 57% to $6.73bn.
Core operating income, before amortization and restructuring, was $7.02bn, up 37%. Diluted EPS was $1.56 against $1.01.
Depreciation was $3.16bn, 16.3% of revenue against 9.1% a year earlier.
Table 2.1. Income statement; TTM = FY2026 plus Q1 FY2027 less Q1 FY2026
$
FY2022
FY2023
FY2024
FY2025
FY2026
TTM
Revenue
42.44bn
49.95bn
52.96bn
57.40bn
67.36bn
71.78bn
Cloud and software expenses
(5.21)bn
(7.76)bn
(9.43)bn
(11.57)bn
(17.60)bn
(20.39)bn
Hardware and services expenses
(3.66)bn
(5.80)bn
(5.72)bn
(5.36)bn
(5.42)bn
(5.48)bn
Sales and marketing
(8.05)bn
(8.83)bn
(8.27)bn
(8.65)bn
(8.33)bn
(8.08)bn
Research and development
(7.22)bn
(8.62)bn
(8.92)bn
(9.86)bn
(10.27)bn
(10.18)bn
General and administrative
(1.32)bn
(1.58)bn
(1.55)bn
(1.60)bn
(1.62)bn
(1.62)bn
Amortization of intangible assets
(1.15)bn
(3.58)bn
(3.01)bn
(2.31)bn
(1.67)bn
(1.45)bn
Restructuring and other
(4.90)bn
(680)m
(718)m
(374)m
(1.84)bn
(1.52)bn
Operating income
10.93bn
13.09bn
15.35bn
17.68bn
20.61bn
23.06bn
Interest expense
(2.76)bn
(3.51)bn
(3.51)bn
(3.58)bn
(4.60)bn
(5.10)bn
Non operating income, net
(522)m
(462)m
(98.0)m
60.0m
3.55bn
3.78bn
Income tax
(932)m
(623)m
(1.27)bn
(1.72)bn
(2.47)bn
(2.81)bn
Net income
6.72bn
8.50bn
10.47bn
12.44bn
17.09bn
18.92bn
Diluted EPS, $
2.41
3.07
3.71
4.34
5.83
6.38
Diluted shares, bn
2.786
2.766
2.823
2.866
2.914
2.937
Oracle reports expenses by business in place of cost of revenue. FY2022 restructuring includes litigation charges. FY2026 non operating income includes a $2.7bn Ampere gain. TTM shares: four quarter average.
Table 2.2. What changed: FY2026 against FY2025 and Q1 FY2027 against Q1 FY2026
Full year
Q1
$
FY2025
FY2026
Change
Q1 FY2026
Q1 FY2027
Change
Revenue
57.40bn
67.36bn
17.3%
14.93bn
19.35bn
29.6%
Cloud infrastructure
10.23bn
18.10bn
76.9%
3.35bn
7.39bn
120.7%
Cloud applications
14.27bn
15.89bn
11.3%
3.84bn
4.22bn
9.9%
Software license and support
24.72bn
24.54bn
(0.7%)
5.72bn
5.55bn
(3.0%)
Operating income
17.68bn
20.61bn
16.6%
4.28bn
6.73bn
57.3%
Net income
12.44bn
17.09bn
37.3%
2.93bn
4.76bn
62.6%
Operating cash flow
20.82bn
31.98bn
53.6%
8.14bn
23.10bn
183.8%
Capital expenditures
21.22bn
55.66bn
162.4%
8.50bn
28.50bn
235.2%
Depreciation
3.87bn
7.62bn
97.1%
1.35bn
3.16bn
133.6%
Stock based compensation
4.67bn
4.81bn
2.9%
1.12bn
1.13bn
0.3%
Cloud and software segment margin
62.8%
58.9%
(3.9) pts
59.6%
54.5%
(5.0) pts
Core operating margin
35.5%
35.8%
0.3 pts
34.2%
36.3%
2.1 pts
Q1 FY2027 = three months to 31 Aug 2026. Segment margin as defined under Table 1.2.
Table 2.3. Core earnings reconciliation
$
FY2026
TTM
Operating income, GAAP
20.61bn
23.06bn
Add: amortization of intangible assets
1.67bn
1.45bn
Add: restructuring and other
1.84bn
1.52bn
Operating income, core
24.12bn
26.03bn
Income before tax, GAAP
19.55bn
21.73bn
Less: gains on investments
(2.81)bn
(2.92)bn
Income before tax, core
20.25bn
21.79bn
Net income, core, taxed at 19.9% and 19.1%
16.23bn
17.64bn
Less: preferred dividends
(103)m
(184)m
Diluted EPS, GAAP, $
5.83
6.38
Diluted EPS, company non GAAP, $
7.63
8.08
Diluted EPS, core, $
5.53
5.94
Core earnings keep stock compensation as a cost ($4.81bn TTM). Tax uses the company non GAAP rate (Ex 99.1 of each quarter). Company non GAAP EPS excludes stock compensation and includes investment gains; excluding those gains it was $6.83 in FY2026 (release). Core EPS uses 2.91bn and 2.94bn shares.
Table 2.4. Ratio analysis, FY2022 to FY2026 and TTM
Ratio
FY2022
FY2023
FY2024
FY2025
FY2026
TTM
Growth and profitability
Revenue growth
n/a
17.7%
6.0%
8.4%
17.3%
21.6%
Cloud share of revenue
n/a
n/a
37.3%
42.7%
50.5%
53.5%
Gross margin (proxy)
79.1%
72.8%
71.4%
70.5%
65.8%
64.0%
Operating margin
25.7%
26.2%
29.0%
30.8%
30.6%
32.1%
Core operating margin
40.0%
34.7%
36.0%
35.5%
35.8%
36.3%
Net margin
15.8%
17.0%
19.8%
21.7%
25.4%
26.4%
FCF margin
11.8%
17.0%
22.3%
(0.7%)
(35.2%)
(40.0%)
ROA
6.1%
7.0%
7.6%
8.0%
7.9%
7.8%
Cost structure
R&D / revenue
17.0%
17.3%
16.8%
17.2%
15.3%
14.2%
Sales and marketing / revenue
19.0%
17.7%
15.6%
15.1%
12.4%
11.3%
SBC / revenue
6.2%
7.1%
7.5%
8.1%
7.1%
6.7%
Depreciation / revenue
4.6%
5.1%
5.9%
6.7%
11.3%
13.1%
Capex / revenue
10.6%
17.4%
13.0%
37.0%
82.6%
105.4%
Balance sheet and working capital
PP&E / assets
8.9%
12.7%
15.3%
25.9%
38.2%
42.2%
Days sales outstanding
51
51
54
54
56
58
Current ratio
1.62x
0.91x
0.72x
0.75x
1.12x
1.17x
Leverage
Net debt / EBITDA
2.85x
4.04x
3.43x
3.36x
3.08x
2.49x
Net debt and leases / EBITDA
3.04x
4.28x
3.77x
4.03x
4.27x
3.72x
Interest coverage
6.2x
5.0x
5.4x
5.7x
5.2x
5.1x
Valuation
EV / sales at year end
5.8x
7.4x
7.5x
9.5x
11.2x
7.3x
EV / EBITDA at year end
13.0x
18.5x
18.0x
22.6x
23.7x
14.8x
P/E at year end
29.8x
34.5x
31.6x
38.1x
38.7x
22.3x
Oracle reports operating expenses by business in place of cost of revenue and gross profit. Gross margin (proxy) is revenue less the cloud and software, hardware and services expense lines of the income statement, as % of revenue. These lines include data center depreciation and exclude sales and marketing, R&D and general and administrative costs. Core operating margin and EBITDA add back amortization and restructuring. ROA uses average assets. Equity was negative or close to zero until FY2024, so ROE and debt to equity are left out. Year end valuation uses the 31 May close; TTM uses 5 Oct 2026. Prior TTM: Q2 FY2025 to Q1 FY2026.
Table 2.5. Balance sheet, period end
$
FY2022
FY2023
FY2024
FY2025
FY2026
31 Aug 2026
Cash and marketable securities
21.90bn
10.19bn
10.66bn
11.20bn
31.89bn
37.08bn
Trade receivables
5.95bn
6.92bn
7.87bn
8.56bn
10.39bn
11.39bn
Property, plant and equipment
9.72bn
17.07bn
21.54bn
43.52bn
99.96bn
127.85bn
Goodwill
43.81bn
62.26bn
62.23bn
62.21bn
62.26bn
62.27bn
Total assets
109.30bn
134.38bn
140.98bn
168.36bn
261.76bn
303.26bn
Deferred revenue, current
8.36bn
8.97bn
9.31bn
9.39bn
9.92bn
14.69bn
Notes payable and other borrowings
75.86bn
90.48bn
86.87bn
92.57bn
129.54bn
125.34bn
Lease liabilities, operating and finance
3.66bn
4.85bn
7.55bn
16.38bn
37.89bn
43.81bn
Net debt, before leases
53.96bn
80.29bn
76.21bn
81.37bn
97.65bn
88.26bn
Preferred stock
0
0
0
0
4.95bn
4.95bn
Oracle stockholders' equity
(6.22)bn
1.07bn
8.70bn
20.45bn
42.51bn
66.77bn
Shares outstanding, bn
2.665
2.713
2.755
2.807
2.880
3.024
Off balance sheet at 31 Aug 2026: $288bn of leases that start later, with terms of 15 to 19 years, and $34.15bn of purchase obligations. The $10.0bn revolving facility was undrawn at 31 May 2026.
Table 2.6. Capital raised and major uses, FY2026 and Q1 FY2027
Date
Transaction
Amount
Sep 2025
Senior notes, six tranches due 2030 to 2065, 4.450% to 6.100%
$18.0bn
Nov 2025
Sale of the Ampere stake to SoftBank, cash received
$4.3bn
Feb 2026
Senior notes, eight tranches due 2029 to 2066, up to 6.850%
$25.0bn
Feb 2026
6.50% Series D mandatory convertible preferred stock
$5.0bn
Q1 FY2027
Common stock sold at the market, about 141m shares
$19.9bn net
FY2026 and Q1 FY2027
Customer prepayments with a financing component
$16.0bn
FY2026 and Q1 FY2027
Capital expenditures
$(84.2)bn
FY2026 and Q1 FY2027
Dividends on common and preferred stock
$(7.4)bn
FY2026 and Q1 FY2027
Repayments of notes and other borrowings
$(11.1)bn
Sources: 8-K 0001193125-25-220445, 0001193125-26-037840 and 0001193125-26-039344; 10-K 0001193125-26-277521; 10-Q 0001193125-26-389274. Oracle stated in Jun 2026 that calendar 2026 debt issuance is complete. Preferred stock pays $325m a year and converts on 15 Jan 2029 into 25.0m to 31.2m common shares (10-K); Q1 FY2027 diluted shares exclude it as antidilutive (10-Q).
Oracle guided Q2 FY2027 revenue growth to 30% to 34% and cloud revenue growth to 65% to 71%. It guided FY2027 revenue to at least $90bn, up 34%, and non GAAP EPS
to $8.10. FY2027 revenue guidance was $90bn in Mar and Jun 2026; EPS guidance was $8.05 in Jun 2026.
Table 3.1. Recent quarters and guidance (earnings releases, Ex 99.1)
Item
Q2 FY2026
Q3 FY2026
Q4 FY2026
Q1 FY2027
Q2 FY2027 guide
Revenue
$16.06bn
$17.19bn
$19.18bn
$19.35bn
about $21.2bn
Revenue growth y/y
14%
22%
21%
30%
30% to 34%
Cloud revenue growth y/y
34%
44%
47%
62%
65% to 71%
Cloud infrastructure revenue
$4.08bn
$4.89bn
$5.79bn
$7.39bn
n/a
Cloud infrastructure growth y/y
68%
84%
93%
121%
n/a
Operating margin, GAAP / non GAAP
29.5% / 41.9%
31.8% / 42.9%
32.0% / 44.8%
34.8% / 42.1%
n/a
Diluted EPS, GAAP / non GAAP
$2.10 / 2.26
$1.27 / 1.79
$1.45 / 2.11
$1.56 / 1.92
non GAAP $1.85 to 1.93
RPO at quarter end
$523bn
$553bn
$638bn
$664bn
n/a
Capital expenditures
$12.03bn
$18.64bn
$16.49bn
$28.50bn
n/a
Free cash flow
$(9.97)bn
$(11.48)bn
$(1.87)bn
$(5.40)bn
n/a
Sources: 8-K 0001193125-25-314207, 0001193125-26-100148, 0001193125-26-265848 and 0001193125-26-387905. Q2 FY2026 EPS includes the Ampere gain. Q2 FY2027 revenue applies the guidance midpoint.
MD&A, FY2026 10-K. Revenue rose 17% to $67.36bn. Cloud infrastructure supplied 84% of cloud growth in constant currency. Cloud and software expenses rose 56%, of which $5.7bn was
infrastructure expense, and Oracle expects further increases over the next few fiscal years. Interest expense rose 29% to $4.60bn.
MD&A, Q1 FY2027 10-Q. RPO is recognized about 13% within 12 months, 37% in months 13 to 36 and 34% in months 37 to 60. Purchase obligations rose from $13.3bn to
$34.15bn in the quarter. Oracle expects FY2027 capital spending above FY2026. Management added about $700m to the $2.1bn restructuring plan after quarter end.
Releases. Customers prepaid for or supplied the GPUs in most AI contracts signed in Q3 and Q4 FY2026; those portions total $75bn. Oracle booked more than $30bn of AI contracts in Q1 FY2027
and stated that they leave its funding plan unchanged. FY2027 funding plan is about $40bn, including the $20bn share sale completed in Q1.
Earnings call, 10 Sep 2026 (third party transcript; the capital spending figures appear only on the call). Management guided FY2027 capital spending of $90bn to $95bn, with net cash capital spending of at most $70bn.
It expects about half of RPO to convert to revenue within 36 months. GPU utilization was 97.9% in Q1.
Earlier outlooks. The release of 9 Sep 2025 previewed cloud infrastructure revenue of $18bn in FY2026 (actual $18.10bn), then $32bn, $73bn, $114bn and $144bn.
A company presentation of 16 Oct 2025 (company website) showed revenue of $85bn in FY2027 and $225bn in FY2030, and FY2030 non GAAP EPS of $21.00.
Oracle's year to date revenue growth of 29.6% is above Alphabet (23.1%), Amazon
(18.2%) and Microsoft (17.8%) and below CoreWeave (112.1%).
Its capital spending of 105.4% of TTM revenue compares with 34.9% at Microsoft and 29.7% at Alphabet.
Oracle carries net debt of 2.6x EBITDA; Microsoft and Alphabet hold net cash.
Cloud revenue. Oracle cloud infrastructure revenue was $7.39bn in its latest quarter, up 121%. Amazon Web Services reported $42.23bn for Q2 2026, up 37%,
and Google Cloud $24.77bn, up 82%. Microsoft reported growth of 41% for Azure and other cloud services in its year to Jun 2026.
Backlog. Contracted backlog at the latest filing: Microsoft commercial RPO $678bn, Oracle $664bn, Alphabet $519.5bn, Amazon $496bn and CoreWeave $103.7bn.
Oracle RPO is 9.3x its TTM revenue.
Capital spending. Microsoft spent $115.9bn in its year to Jun 2026. Alphabet spent $80.6bn and Amazon $98.4bn in H1 2026. Oracle spent $75.66bn TTM.
Applications. Oracle cloud applications revenue grew 10% in Q1 FY2027. Salesforce revenue grew 12.0% in its first half to Jul 2026.
The 10-K names all six peers among competitors.
Table 4.1. Peer comparison, TTM to the latest 10-K or 10-Q; market data at 5 Oct 2026
Company
Year end
Revenue
Growth YTD
Operating margin
FCF margin
Capex / revenue
Net debt / EBITDA
Market cap, $
P/E TTM
Oracle
FY May
71.78bn
29.6%
32.1%
(40.0%)
105.4%
2.6x
431.9bn
22.3x
Microsoft
FY Jun
331.84bn
17.8%
46.8%
20.2%
34.9%
(0.2x)
3.90tn
29.3x
Alphabet
FY Dec
445.87bn
23.1%
33.1%
11.9%
29.7%
(0.8x)
4.24tn
17.4x
Amazon
FY Dec
775.68bn
18.2%
12.1%
(1.5%)
22.3%
0.1x
2.71tn
20.2x
Salesforce
FY Jan
43.94bn
12.0%
19.9%
34.5%
1.4%
2.2x
189.1bn
21.0x
CoreWeave
FY Dec
7.59bn
112.1%
(3.0%)
(179.9%)
271.0%
7.9x
48.2bn
n/a
IBM
FY Dec
69.10bn
4.9%
17.9%
20.0%
1.6%
3.1x
208.8bn
19.6x
Growth compares the latest fiscal year to date with the prior year. P/E uses filed TTM diluted EPS; CoreWeave has a TTM loss. Negative net debt to EBITDA means net cash; EBITDA here is operating income plus depreciation and amortization. Microsoft TTM is its year to Jun 2026.
From Sep 2025 to Sep 2026 Oracle appointed two CEOs and a CFO, issued $43bn of notes and $5.0bn of preferred stock, and sold $20bn of common stock.
RPO rose from $138bn at 31 May 2025 to $664bn at 31 Aug 2026. Larry Ellison remains Executive Chair and Chief Technology Officer.
Table 5.1. FY2026 10-K items and Q1 FY2027 10-Q updates
Item
Content
Item 1, Business
Three businesses: cloud and software (87% of FY2026 revenue), hardware (5%) and services (8%). About 181 data center locations, substantially all leased. R&D spending was $10.27bn.
Item 1A, Risk factors
FY2026 against FY2025: 55 new and 39 reworded paragraphs (own text comparison). New text covers data center overbuild, lease terms longer than customer contracts, customer credit, power supply, the preferred stock and share sale program, a credit rating downgrade and a securities class action filed on 3 Feb 2026.
Item 7, MD&A
Operating cash flow was $31.98bn and capital spending $55.66bn. Debt principal due: $7.2bn in FY2027, $10.1bn in FY2028 and $90.3bn after FY2031.
Notes, leases and commitments
Leases that start later: $260bn at 31 May 2026 and $288bn at 31 Aug 2026. One lease carries a guarantee of up to $3.3bn of lessor borrowing.
Item 9A, Controls
Controls were effective at 31 May 2026; Ernst & Young is the auditor.
Q1 FY2027 10-Q
Item 1A refers to the 10-K risk factors unchanged. In the class action, a motion to dismiss is to be fully briefed by 18 Dec 2026.
10-K 0001193125-26-277521; 10-Q 0001193125-26-389274; risk factor comparison against 10-K 0000950170-25-087926.
Table 5.2. Selected Form 8-K events, Sep 2025 to Sep 2026
Filed
Items
Event
14 Sep 2026
8.01
Larry Ellison cancelled his Rule 10b5-1 plan to sell up to 50m shares on 12 Sep 2026; zero shares were sold under it
10 Sep 2026
2.02, 8.01
Q1 FY2027 results: revenue $19.35bn (+30%); RPO $664bn; $20bn share sale completed; FY2027 guidance of at least $90bn revenue
10 Jun 2026
2.02, 8.01
Q4 and FY2026 results: FY2026 revenue $67.36bn (+17%); RPO $638bn; plan to raise about $40bn in FY2027
12 May 2026
5.02, 7.01
Tomislav Mihaljevic elected to the Board from 6 May 2026; Board size 13
6 Apr 2026
5.02, 7.01
Hilary Maxson appointed CFO from 6 Apr 2026, replacing Douglas Kehring as Principal Financial Officer; equity grant of $26m
$5.0bn of 6.50% Series D mandatory convertible preferred stock issued
4 Feb 2026
1.01, 8.01
$25bn of notes due 2029 to 2066 issued; agreement to sell up to $20bn of common stock at the market
9 Jan 2026
5.02
Directors George Conrades and Naomi Seligman retired
10 Dec 2025
2.02, 8.01
Q2 FY2026 results: revenue $16.06bn (+14%); RPO $523bn; $2.7bn gain on the Ampere stake
21 Nov 2025
5.02, 5.07
Annual meeting: 13 directors elected; say on pay approved; Stephen Rusckowski joined the Board, raising its size to 14
26 Sep 2025
8.01
$18bn of notes due 2030 to 2065 issued
22 Sep 2025
5.02, 7.01
Clayton Magouyrk and Michael Sicilia appointed CEOs; Safra Catz became Executive Vice Chair; Douglas Kehring Principal Financial Officer; option grants of $250m and $100m
9 Sep 2025
2.02, 8.01
Q1 FY2026 results: RPO $455bn (+359%); preview of cloud infrastructure revenue rising from $18bn in FY2026 to $144bn in FY2030
26 Form 8-K filings (including two 8-K/A) from Sep 2024 to Sep 2026; the Sources appendix lists all of them with accession numbers. The latest 8-K on EDGAR is dated 14 Sep 2026 (checked 6 Oct 2026).
Shareholders elected all 13 directors and ratified the auditor. Say on pay received 81.9% support, up from 78.0% in 2024. Shares represented were
91.8% of the 2.85bn outstanding (computed). Next meeting is on 18 Nov 2026, with 3.03bn shares entitled to vote.
Board. Bruce Chizen had the lowest support, 76.1%, and Awo Ablo 83.9%. Stephen Rusckowski joined the Board in Nov 2025 and
Tomislav Mihaljevic in May 2026. Two retired.
Pay. Reported FY2026 pay was $627.5m for Clayton Magouyrk and $256.6m for
Michael Sicilia, almost all promotion option grants with an exercise price of $308.46. Larry Ellison's reported pay was $131.0m.
CEO pay ratios were 6,623 to 1 and 2,709 to 1 (DEF 14A 0001193125-26-402816).
Table 6.1. Proposals and support (for as % of for plus against)
Proposal
Board view
2025
2024
Outcome
Say on pay
For
81.9%
78.0%
Approved
Ratify Ernst & Young
For
97.6%
97.8%
Approved
Climate risk report for retirement plans (shareholder, 2024)
Against
n/a
5.3%
Rejected
Shareholder proposal access rights (shareholder, 2026)
Against
n/a
n/a
Pending
Broker non votes: 265.7m in 2025. The 2026 proposal comes from the National Legal and Policy Center. Sources: 8-K 0001193125-25-291441 and 0001193125-24-260986; DEF 14A 0001193125-26-402816.
Table 6.2. Director elections, for as % of for plus withheld
Larry Ellison holds 1.16bn shares, 38.2% of the total, against 40.6% a year earlier on a lower share count. He has pledged
413m shares for personal loans, up from 346m. He adopted a plan to sell up to 50m shares on 22 Jun 2026 and cancelled it on 12 Sep 2026 with zero shares sold.
Other insiders sold $119.1m of stock and bought $3.48m in the twelve months to Oct 2026 (Form 4).
Table 6.3. Largest holders, shares m (Form 13F unless stated)
Holder
30 Jun 2026
% of shares
31 Mar 2026
31 Dec 2025
Change since Dec 2025
Larry Ellison (proxy, 21 Sep 2026)
1.16bn
38.2%
n/a
n/a
n/a
Vanguard
169.1
5.9%
167.9
174.8
(3.3%)
BlackRock
145.4
5.0%
n/a
147.9
(1.7%)
State Street
78.6
2.7%
76.3
76.5
2.8%
Capital Research Global Investors
39.7
1.4%
32.1
30.1
31.9%
Geode Capital Management
39.2
1.4%
38.9
37.7
4.0%
Morgan Stanley
30.6
1.1%
29.1
27.1
12.6%
FMR
26.0
0.9%
22.9
29.3
(11.1%)
Norges Bank
25.0
0.9%
n/a
22.2
12.4%
Bank of America
24.0
0.8%
15.4
15.8
51.3%
JPMorgan Chase
22.9
0.8%
32.5
41.2
(44.4%)
13F % of shares uses 2.88bn shares at Jun 2026, before the share sale; the Ellison row uses 3.03bn at 21 Sep 2026. n/a: 13F filing for that date was unavailable. 13F holders selected from 30 large managers. Vanguard reports through two entities since 2026 and filed an exit Schedule 13G/A on 27 Mar 2026.
Table 6.4. Insider transactions, Oct 2025 to Oct 2026, $m (Form 4)
Insider
Role
Transaction
Amount
Stephen Rusckowski
Director
Purchase, 29 Sep 2026 at $139.35
3.48
Jeffrey Henley
Executive Vice Chair
Option exercise and sale, 24 Jun 2026, plan
(63.66)
Clayton Magouyrk
CEO
Sales, Oct 2025 to Feb 2026
(14.54)
Jeffrey Berg
Director
Sales, 28 Oct 2025
(13.97)
Stuart Levey
Chief Legal Officer
Sales, plan
(8.57)
Douglas Kehring
Principal Financial Officer to Apr 2026
Sale, 15 Jan 2026, plan
(6.82)
Michael Sicilia
CEO
Sales, Sep 2026, plan
(4.94)
48 Form 4 and 5 Form 3 filings. Sales under Rule 10b5-1 plans: $84.0m. Shares withheld for tax on vesting: $39.7m. 16 Forms 144 covered $123.5m of proposed sales.
EV to sales was 11.2x at the 29 May 2026 close of $225.78. It is now 7.3x TTM revenue and 5.8x
guided FY2027 revenue of $90bn. Market capitalization is $432bn on 3.03bn shares and enterprise value $526bn, or $569bn with lease liabilities.
Closing prices over 52 weeks ranged from $114.99 (24 Jul 2026) to $313.00 (16 Oct 2025).
Table 7.1. Fiscal year end valuation (31 May close)
Fiscal year
Market cap, $bn
Price, $
Diluted EPS, $
P/E
EV / sales
EV / EBITDA
FY22
192
71.92
2.41
29.8x
5.8x
13.0x
FY23
287
105.94
3.07
34.5x
7.4x
18.5x
FY24
323
117.19
3.71
31.6x
7.5x
18.0x
FY25
465
165.53
4.34
38.1x
9.5x
22.6x
FY26
650
225.78
5.83
38.7x
11.2x
23.7x
5 Oct 2026
432
142.48
6.38 TTM
22.3x
7.3x
14.8x
EV = market cap plus borrowings, preferred stock and noncontrolling interests less cash and marketable securities. Year end prices are the closes tagged in each 10-K. The last row uses 3.03bn shares. Dividend: $0.50 a quarter.
Scenarios start from FY2027 guidance of $90bn revenue and the backlog schedule in the Q1 FY2027 10-Q. FY2030 core EPS is $4.17 (worst),
$10.36 (base) and $15.75 (best), against $6.90 for FY2027 on a core basis. Implied
values per share at end FY2030 are $58, $207 and $409.
Table 8.1. Scenario assumptions, FY2028 to FY2030
Driver
Worst
Base
Best
Scheduled backlog step up delivered
75%
100%
100%
New contracts signed a quarter after Aug 2026, $bn
FY2027 base year from guidance of 10 Sep 2026: revenue $90.0bn and non GAAP EPS $8.10. With a 19% tax rate, 3.05bn average diluted shares, net interest of $4.5bn (Q1 annualized) and preferred dividends of $325m, this implies non GAAP operating income of $35.4bn (39.3%) and core operating income of $30.9bn (34.3%) after $4.5bn of stock compensation. Other revenue of $50.9bn grows at the Q1 rate of 3.3%; implied cloud infrastructure revenue is $39.1bn. Backlog schedule (10-Q): $86bn in the 12 months to Aug 2027, $246bn in the next 24 months and $226bn in the 24 months after. Spread evenly and mapped to fiscal years, this is $114bn, $123bn and $115bn for FY2028 to FY2030. The step up above $86bn is added to cloud infrastructure revenue. New contracts are recognized over five years from the second fiscal year after signing. Net interest rises by $2.0bn a year. Preferred stock converts on 15 Jan 2029 into 31.2m shares, the maximum rate. All inputs in this table are assumptions of this analysis.
Demand. Worst case holds cloud infrastructure revenue to the backlog signed by 31 Aug 2026 and delivers 75% of its scheduled step up, as capacity or customer payments arrive late. Base case delivers the schedule and adds
$30bn of new contracts a quarter, the Q1 FY2027 level of AI bookings. Best case adds $52bn a quarter, the average RPO increase over four quarters.
Base revenue for FY2028 and FY2029 totals $265bn, against about $246bn of RPO due in months 13 to 36.
Reference points. The release of 9 Sep 2025 previewed cloud infrastructure revenue of $73bn, $114bn and $144bn for FY2028 to FY2030, when RPO was $455bn. The base case uses
$67bn, $94bn and $110bn. The company presentation of 16 Oct 2025 showed FY2030 revenue of $225bn and non GAAP EPS of $21.00;
the best case gives $199bn and core EPS of $15.75.
Margin. Core margin counts stock compensation (6.7% of TTM revenue) and depreciation (13.1%) as costs.
FY2027 guidance implies 34.3%, against 36.3% TTM.
Funding and per share. Net interest rises by $2.0bn a year, the annualized Q1 FY2027 increase in interest expense ($505m). This equals
about $37bn of added borrowings and finance leases at 5.5%; in FY2026 borrowings rose $37.0bn and lease liabilities $21.5bn.
Base share count rises 2% a year; shares outstanding rose 2.6% in FY2026 and 5.0% in Q1 FY2027.
Multiple. Exit P/E of 14x, 20x and 26x compares with 20.6x FY2027 core EPS at the current price and 29.8x to 38.7x GAAP EPS at the last five fiscal year ends.
Excluded. Acquisitions, impairments, gains on investments, a dividend change and share issues beyond the stated share count growth and the preferred stock conversion.
19 of the 25 combinations in Figure 9.1 exceed $142.48. Values range from $85 at a 12x exit P/E and a 24% margin to $381 at 28x and 40%.
At a 20x exit P/E, value exceeds the current price in 20 of the 25 cells of Table 9.1.
Table 9.1. Value per share, end FY2030, by new contracts signed a quarter and core margin, 20x exit P/E
Margin \ New contracts a quarter
$0bn
$15bn
$30bn
$45bn
$60bn
24%
93
117
142
167
192
28%
117
146
175
204
233
32%
141
174
207
240
273
36%
165
202
239
277
314
40%
189
230
272
313
355
Base case: $30bn a quarter and a 32% margin. Backlog signed by 31 Aug 2026 is delivered on schedule in every cell. Shaded cells exceed $142.48: 20 of 25.
Interest. Each $10bn of added borrowings at 5.5% costs $0.55bn a year before tax, about $0.15 of EPS (computed).
Leases. Operating lease payments are part of operating costs. The $288bn of leases that start by FY2029 run for 15 to 19 years, about $17bn a year at a 17 year term (computed).
Preferred stock. Conversion on 15 Jan 2029 adds 25.0m shares at a share price of $200.07 or more and 31.2m at $160.06 or less (computed from the 10-K rates), 0.8% to 1.0% of the share count.
Currency. A 10% fall in foreign exchange rates would reduce revenue by $2.8bn (10-K, Item 7A).
Data. Financial statements from XBRL in the 10-K for FY2022 to FY2026 and 10-Q filings for Q1 FY2025 to Q1 FY2027, retrieved through the SEC-API.io
MCP server. Q4 equals full year less the first nine months; quarterly cash flows are derived from year to date statements.
Other sources. Earnings call of 10 Sep 2026 from a third party transcript; releases from 8-K exhibits 99.1; company presentation of 16 Oct 2025 from the company website. Peer data from peer filings. Market prices: 5 Oct 2026.
Definitions. FCF = operating cash flow less capital expenditures. Core operating income = GAAP operating income plus amortization of intangible assets and restructuring and other; stock compensation stays a cost.
Core earnings also exclude gains on investments and deduct preferred dividends.
Scenario model. Revenue = cloud infrastructure revenue plus other revenue. Cloud infrastructure revenue = FY2027 level plus the delivered step up in scheduled backlog revenue plus revenue from new contracts. EPS = ((revenue x core margin less net interest) x (1 less 19%) less preferred dividends) over diluted shares. Implied value = FY2030 EPS x exit P/E, undiscounted.
Disclaimer: for information only, not financial advice. This report is not a recommendation to buy, sell or hold any
security. Figures come from SEC filings retrieved through the SEC-API.io MCP server and from sources named above. Scenario values follow
arithmetically from the stated assumptions. Consult a licensed adviser before investing.