8-KLeadership ChangesRegulation FDExhibits & Filings

ORACLE CORP 8-K Report, Executive Changes (Apr 6, 2026)

Filed April 6, 2026For Securities:ORCLORCL-PD

Summary

Oracle Corporation (ORCL) has announced a significant leadership change with the appointment of Hilary Maxson as its new Chief Financial Officer (CFO), effective April 6, 2026. Ms. Maxson brings extensive financial leadership experience from her previous role as Executive Vice President and Group CFO at Schneider Electric SE, where she was instrumental in capital allocation, business model transformation, and long-term value creation strategies. Her appointment signals a continued focus on strategic financial management and operational efficiency for Oracle. This appointment comes with a comprehensive compensation package designed to attract and retain top talent, including a substantial base salary, performance-based bonus targets, relocation assistance, and a significant equity grant valued at $26 million. The equity award is structured with both time-based and performance-based components, aligning Ms. Maxson's incentives with Oracle's long-term growth and revenue objectives. Concurrently, Douglas Kehring will transition from his role as Principal Financial Officer to focus on strategic initiatives as Executive Vice President, Operations.

Key Highlights

  • 1Hilary Maxson appointed as Oracle's new Chief Financial Officer, effective April 6, 2026.
  • 2Ms. Maxson has a strong background in global finance leadership from her tenure at Schneider Electric SE.
  • 3Her compensation package includes a base salary of $950,000, a target bonus of $2,500,000, and relocation assistance up to $250,000.
  • 4A significant equity grant of $26 million has been awarded to Ms. Maxson, comprising 80% time-based and 20% performance-based equity.
  • 5The performance-based equity is tied to achieving specific revenue metrics over a three-year period.
  • 6Douglas Kehring will step down as Principal Financial Officer but will continue as Executive Vice President, Operations, focusing on strategic initiatives.
  • 7Ms. Maxson's appointment is effective immediately with her commencing employment.

Frequently Asked Questions

Hilary Maxson's appointment as CFO brings a seasoned financial executive with a proven track record in global finance leadership and strategic transformation from her previous role at Schneider Electric. Her expertise is expected to contribute to Oracle's financial strategy, capital allocation, and long-term value creation.

Ms. Maxson's compensation includes an annual base salary of $950,000, an annual performance-based bonus with a target of $2,500,000, up to $250,000 in relocation costs, and an equity grant valued at $26 million. The equity grant is split into 80% time-based and 20% performance-based components.

The $26 million equity grant consists of $20.8 million in time-based equity, vesting over four years, and $5.2 million in performance-based equity, vesting over a three-year period contingent on achieving specific revenue metrics. She can choose between stock options or a mix of stock options and restricted stock units.

Douglas Kehring will transition from his role as Principal Financial Officer. He will continue with Oracle as Executive Vice President, Operations, where he will dedicate his focus to the company's strategic initiatives.