8-K/ALeadership Changes

ORACLE CORP 8-K/A Report, Executive Changes (Jul 31, 2008)

Filed July 31, 2008For Securities:ORCLORCL-PD

Summary

This amended Form 8-K filing by Oracle Corporation (ORCL) provides an update regarding the appointment of Bruce R. Chizen to its Board of Directors. Mr. Chizen, formerly the Chief Executive Officer of Adobe Systems Incorporated, joined the Oracle Board on July 24, 2008. This appointment adds significant industry experience to Oracle's governance structure, with Mr. Chizen's background in enterprise software expected to be valuable. Compensation details for Mr. Chizen's role as a director have been disclosed, including an annual retainer, per-meeting fees, and initial stock option grants. These equity awards are subject to vesting over four years, aligning his interests with those of Oracle shareholders. Further equity grants are planned annually, and he is also entitled to standard director indemnification.

Key Highlights

  • 1Bruce R. Chizen, former CEO of Adobe Systems, appointed to Oracle's Board of Directors.
  • 2Appointment date was July 24, 2008.
  • 3Mr. Chizen will not serve on any Board committees at this time.
  • 4Annual retainer for directorship is $52,500.
  • 5Per-meeting fees are $3,000 for regular meetings and $2,000 for special meetings.
  • 6Initial stock option grant of 60,000 shares, vesting 25% annually over four years.
  • 7Annual stock option grants of 45,000 shares are expected commencing May 31, 2009.

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