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1、Table of ContentsIndex to Financial Statements UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549 FORM 10-KANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended May 31,2024ORTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF TH

2、E SECURITIES EXCHANGE ACT OF 1934For the transi?on period from _ to _ Commission File Number:001-35992 Oracle Corpora?on(Exact name of registrant as specified in its charter)Delaware54-2185193(State or other jurisdic?on ofincorpora?on or organiza?on)(I.R.S.EmployerIden?fica?on No.)2300 Oracle Way Au

3、s?n,Texas(Address of principal execu?ve offices)78741(Zip Code)(737)867-1000(Registrants telephone number,including area code)Securi?es registered pursuant to Sec?on 12(b)of the Act:Title of each classTrading Symbol(s)Name of each exchange on which registeredCommon Stock,par value$0.01 per share3.12

4、5%senior notes due July 2025ORCLNew York Stock ExchangeNew York Stock Exchange Securi?es registered pursuant to Sec?on 12(g)of the Act:NoneIndicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securi?es Act.YES NO Indicate by check mark if the registr

5、ant is not required to file reports pursuant to Sec?on 13 or Sec?on 15(d)of the Act.YES NO Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Sec?on 13 or 15(d)of the Securi?es Exchange Act of 1934 during the preceding 12 months(or for such shorter period t

6、hat the registrant was required to file such reports),and(2)has been subject to such filing requirements for the past 90 days.YES NO Indicate by check mark whether the registrant has submi?ed electronically every Interac?ve Data File required to be submi?ed pursuant to Rule 405 of Regula?on S-T(232.

7、405 of this chapter)during the preceding 12 months(or for such shorter period that the registrant was required to submit such files).YES NO Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller repor?ng company or an emergin

8、g growth company.See the defini?ons of“large accelerated filer,”“accelerated filer,”“smaller repor?ng company”and“emerging growth company”in Rule 12b-2 of the Exchange Act.Large accelerated filer Accelerated filer Non-accelerated filer Smaller repor?ng company Emerging growth company If an emerging

9、growth company,indicate by check mark if the registrant has elected not to use the extended transi?on period for complying with any new or revised financial accoun?ng standards provided pursuant to Sec?on 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on an

10、d a?esta?on to its managements assessment of the effec?veness of its internal control over financial repor?ng under Sec?on 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accoun?ng firm that prepared or issued its audit report.If securi?es are registered pursuant to Sec?on 1

11、2(b)of the Act,indicate by check mark whether the financial statements of the registrant included in the filing reflect the correc?on of an error to previously issued financial statements.Indicate by check mark whether any of those error correc?ons are restatements that required a recovery analysis

12、of incen?ve-based compensa?on received by any of the registrants execu?ve officers during the relevant recovery period pursuant to 240.10D-1(b).Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).YES NO The aggregate market value of the vo?n

13、g stock held by non-affiliates of the registrant was$186,225,386,000 based on the number of shares held by non-affiliates of the registrant as of May 31,2024,and based on the closing sale price of common stock as reported by the New York Stock Exchange on November 30,2023,which is the last business

14、day of the registrants most recently completed second fiscal quarter.This calcula?on does not reflect a determina?on that persons are affiliates for any other purposes.Number of shares of common stock outstanding as of June 13,2024:2,755,860,000.Documents Incorporated by Reference:Por?ons of the reg

15、istrants defini?ve proxy statement rela?ng to its 2024 annual mee?ng of stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated.Such proxy statement will be filed with the U.S.Securi?es and Exchange Commission within 120 days of the registrants fis

16、cal year ended May 31,2024.ORACLE CORPORATIONFISCAL YEAR 2024FORM 10-KANNUAL REPORT TABLE OF CONTENTS Page PART I.Item 1.Business 4 Item 1A.Risk Factors 19 Item 1B.Unresolved Staff Comments 33 Item 1C.Cybersecurity 33 Item 2.Proper?es 35 Item 3.Legal Proceedings 36 Item 4.Mine Safety Disclosures 36

17、PART II.Item 5.Market for Registrants Common Equity,Related Stockholder Ma?ers and Issuer Purchases of Equity Securi?es 37 Item 6.Reserved 38 Item 7.Managements Discussion and Analysis of Financial Condi?on and Results of Opera?ons 39 Item 7A.Quan?ta?ve and Qualita?ve Disclosures About Market Risk 5

18、6 Item 8.Financial Statements and Supplementary Data 58 Item 9.Changes in and Disagreements with Accountants on Accoun?ng and Financial Disclosure 58 Item 9A.Controls and Procedures 58 PART III.Item 10.Directors,Execu?ve Officers and Corporate Governance 60 Item 11.Execu?ve Compensa?on 60 Item 12.Se

19、curity Ownership of Certain Beneficial Owners and Management and Related Stockholder Ma?ers 60 Item 13.Certain Rela?onships and Related Transac?ons,and Director Independence 60 Item 14.Principal Accountant Fees and Services 60 PART IV.Item 15.Exhibits and Financial Statement Schedules 61 Item 16.For

20、m 10-K Summary 106 Signatures 114 Table of ContentsIndex to Financial Statements Cau?onary Note on Forward-Looking StatementsFor purposes of this Annual Report on Form 10-K(this Annual Report),the terms“Oracle,”“we,”“us”and“our”refer to Oracle Corpora?on and its consolidated subsidiaries.This Annual

21、 Report contains statements that are not historical in nature,are predic?ve in nature,or that depend upon or refer to future events or condi?ons or otherwise contain forward-looking statements within the meaning of Sec?on 21E of the Securi?es Exchange Act of 1934,as amended(the Exchange Act),and Sec

22、?on 27A of the Securi?es Act of 1933,as amended(the Securi?es Act).These include,among other things,statements regarding:our expecta?on that we may acquire,and realize the an?cipated benefits of acquiring,companies,products,services and technologies to further our corporate strategy as compelling op

23、portuni?es become available;our belief that our acquisi?ons enhance the products and services that we can offer to customers,expand our customer base,provide greater scale to accelerate innova?on,grow our revenues and earnings and increase stockholder value;our expecta?on that,on a constant currency

24、 basis,our total cloud and license revenues generally will con?nue to increase due to expected growth in our cloud services and con?nued demand for our cloud license and on-premise license and license support offerings;our belief that our Oracle Cloud So?ware-as-a-Service(SaaS)and Oracle Cloud Infra

25、structure(OCI)offerings are opportuni?es for us to con?nue to expand our cloud and license business,and that we are in the early stages of what we expect will be a material migra?on of our exis?ng Oracle customer base from on-premise applica?ons and infrastructure products and services to the Oracle

26、 Cloud;our belief that we can market our Oracle SaaS and OCI services(collec?vely Oracle Cloud Services)to a broader ecosystem of small and medium-sized businesses,non-IT lines of business purchasers,developers and partners due to the highly available,intui?ve design,ease of access,low touch and low

27、 cost characteris?cs of the Oracle Cloud;our expecta?on that substan?ally all of our customers will renew their license support contracts upon expira?on;our belief that Oracle Fusion Cloud Enterprise Resource Planning(ERP)is a strategic suite of applica?ons that is founda?onal to facilita?ng and ext

28、rac?ng more business value out of the adop?on of other Oracle SaaS offerings as customers realize the value of a common data model that spans across core business applica?ons;our belief that our SaaS offerings remove business boundaries between front-and back-office ac?vi?es;our expecta?on that curr

29、ent and expected customer demand will require con?nued growth in our cloud services and license support expenses in order to increase our exis?ng data center capacity and establish addi?onal data centers in new geographic loca?ons;our expecta?on that our hardware business will have lower opera?ng ma

30、rgins as a percentage of revenues than our cloud and license business;our expecta?on that we will con?nue to make significant investments in research and development to maintain and improve our current products and service offerings,and our belief that research and development efforts are essen?al t

31、o maintaining our compe?ve posi?on;our expecta?ons regarding the financial performance and long-term poten?al of one of our investment companies;our expecta?on that our interna?onal opera?ons will con?nue to provide a significant por?on of our total revenues and expenses;our expecta?on that the prop

32、or?on of our cloud services revenues rela?ve to our total revenues will con?nue to increase;the sufficiency of our sources of funding for working capital,capital expenditures,contractual obliga?ons,acquisi?ons,dividends,stock repurchases,debt repayments and other ma?ers;1Table of ContentsIndex to Fi

33、nancial Statements our belief that we have adequately provided under U.S.generally accepted accoun?ng principles for outcomes related to our tax audits,that the final outcome of our tax-related examina?ons,agreements or judicial proceedings will not have a material effect on our results of opera?ons

34、,and that our net deferred tax assets will likely be realized in the foreseeable future;our belief that the outcome of certain legal proceedings and claims to which we are a party will not,individually or in the aggregate,result in losses that are materially in excess of amounts already recognized,i

35、f any;the possibility that certain legal proceedings to which we are a party could have a material impact on our financial posi?on,future cash flows and results of opera?ons;the?ming and amount of expenses we expect to incur;the cost savings we expect to realize pursuant to the Fiscal 2024 Oracle Re

36、structuring Plan;declara?ons of future cash dividend payments and the?ming and amount of future stock repurchases,including our expecta?on that the levels of our future stock repurchase ac?vity may be modified in comparison to past periods in order to use available cash for other purposes and that t

37、he amount of stock repurchases will not increase un?l our gross debt is reduced below certain thresholds;our expecta?ons regarding the impact of recent accoun?ng pronouncements on our consolidated financial statements;our expecta?ons regarding the performance of our investments in marketable and non

38、-marketable equity securi?es and the?ming and amount of changes in fair value of these investments;our ability to predict revenues,par?cularly certain cloud license and on-premise license revenues and hardware revenues;the percentages of remaining performance obliga?ons that we expect to recognize a

39、s revenues over respec?ve future periods;our expecta?on that the financial impacts of standard warranty or service level provisions in our revenue arrangements will con?nue to be insignificant;our expecta?on that supply chain shortages and the risks associated with our response to such shortages,inc

40、luding commi?ng to higher purchases and balances of hardware products,will con?nue to impact us in the future;our beliefs regarding the reten?on of employees and how our products help to improve our employees learning experiences;as well as other statements regarding our future opera?ons,financial c

41、ondi?on and prospects,and business strategies.Forward-looking statements may be preceded by,followed by or include the words“an?cipates,”“believes,”“con?nues,”“could,”“endeavors,”“es?mates,”“expects,”“intends,”“is designed to,”“likely,”“may,”“plans,”“poten?al,”“seeks,”“shall,”“should,”“strives,”“wil

42、l”and similar expressions.We claim the protec?on of the safe harbor for forward-looking statements contained in the Exchange Act and the Securi?es Act for all forward-looking statements.We have based these forward-looking statements on our current expecta?ons and projec?ons about future events.These

43、 forward-looking statements are subject to risks,uncertain?es and assump?ons about our business that could affect our future results and could cause those results or other outcomes to differ materially from those expressed or implied in the forward-looking statements.Factors that might cause or cont

44、ribute to such differences include,but are not limited to,those discussed in“Risk Factors”included elsewhere in this Annual Report and as may be updated in filings we make from?me to?me with the U.S.Securi?es and Exchange Commission(the SEC),including our Quarterly Reports on Form 10-Q to be filed b

45、y us in our fiscal year 2025,which runs from June 1,2024 to May 31,2025.We have no obliga?on to publicly update or revise any forward-looking statements,whether as a result of new informa?on,future events or risks,except to the extent required by applicable securi?es laws.If we do update one or more

46、 forward-looking statements,no inference should be drawn that we will make addi?onal updates with respect to those or other forward-looking statements.New informa?on,future events or risks could cause the 2Table of ContentsIndex to Financial Statements forward-looking events we discuss in this Annua

47、l Report not to occur.You should not place undue reliance on these forward-looking statements,which reflect our expecta?ons only as of the date of this Annual Report.3Table of ContentsIndex to Financial Statements PART IItem 1.BusinessOracle provides products and services that address enterprise inf

48、orma?on technology(IT)needs.Our products and services include enterprise applica?ons and infrastructure offerings that are delivered worldwide through a variety of flexible and interoperable IT deployment models.These models include on-premise,cloud-based and hybrid deployments(an approach that comb

49、ines both on-premise and cloud-based deployments),such as Oracle Exadata CloudCustomer and Dedicated Region offerings(instances of Oracle Cloud in a customers own data center)and mul?cloud op?ons that enable customers to use Oracle Cloud in conjunc?on with other public clouds.Accordingly,we offer ch

50、oice and flexibility to our customers and facilitate the product,service and deployment combina?ons that best suit our customers needs.Our customers include businesses of many sizes,government agencies,educa?onal ins?tu?ons and resellers that we market and sell to directly through our worldwide sale

51、s force or indirectly through the Oracle Partner Network.Using Oracle technologies,our customers build,deploy,run,manage and support their internal and external products,services and business opera?ons,including,for example,an ar?ficial intelligence(AI)product company that uses Oracle Cloud Infrastr

52、ucture(OCI)to build and serve genera?ve AI models;a global technology company that uses OCI to power its logis?cs and mobile applica?on offerings;a mul?na?onal financial ins?tu?on that runs its banking applica?ons using Oracle Exadata CloudCustomer;and a global consumer products company that leverag

53、es Oracle Fusion Cloud Enterprise Resource Planning(ERP)for its accoun?ng processes,risk management,supply chain and financial planning func?ons.Oracle SaaS and OCI(collec?vely Oracle Cloud Services)offerings provide comprehensive and integrated applica?ons and infrastructure services enabling our c

54、ustomers to choose the best op?on that meets their specific business needs.Oracle Cloud Services integrate the IT components,including so?ware,hardware and services,in a cloud-based IT environment that Oracle deploys,manages,supports and upgrades for customers and that customers may access u?lizing

55、common web browsers via a broad spectrum of devices.Oracle Cloud Services are designed to be rapidly deployable to enable customers shorter?me to innova?on;intui?ve for casual and experienced users;easily maintainable to reduce upgrade,integra?on and tes?ng work;connectable among differing deploymen

56、t models to enable interoperability and extensibility to easily move workloads among the Oracle Cloud and other IT and cloud environments;cost-effec?ve by lowering upfront customer investments and implemen?ng usage-based resource consump?on costs;and highly secure,standards-based and reliable.Oracle

57、 cloud license and on-premise license deployment offerings include Oracle Applica?ons,Oracle Database and Oracle Middleware so?ware offerings,among others,which customers deploy using IT infrastructure from the Oracle Cloud or their own cloud-based or on-premise IT environments.Substan?ally all cust

58、omers opt to purchase license support contracts when they purchase an Oracle license.Oracle hardware products include Oracle Engineered Systems,servers,storage and industry-specific products,among others.Customers generally opt to purchase hardware support contracts when they purchase Oracle hardwar

59、e products.Oracle also offers professional services to assist our customers and partners to maximize the performance of their investments in Oracle products and services.Providing choice and flexibility to Oracle customers as to when and how they deploy Oracle applica?ons and infrastructure technolo

60、gies is an important element of our corporate strategy.We believe that offering customers broad,comprehensive,flexible and interoperable deployment models for Oracle applica?ons and infrastructure technologies is important to our growth strategy and be?er addresses customer needs rela?ve to our comp

61、e?tors,many of whom provide fewer offerings,more restric?ve deployment models and less flexibility for a customers transi?on to cloud-based IT environments.Our investments in,and innova?on with respect to,Oracle products and services that we offer through our three businesses(cloud and license,hardw

62、are and services businesses,described further below)are another important element of our corporate strategy.In fiscal 2024,2023 and 2022,we invested$8.9 billion,$8.6 billion and$7.2 billion,respec?vely,in research and development to enhance our exis?ng por?olio of offerings and to develop new techno

63、logies and services.We have a deep understanding as to how applica?ons and infrastructure technologies 4Table of ContentsIndex to Financial Statements interact and func?on with one another,including through the use of OCI to power our Oracle Cloud SaaS applica?ons,which we and our customers use to r

64、un internal business processes.We focus our development efforts on improving the performance,security,reliability,opera?on,integra?on and cost-effec?veness of our offerings rela?ve to our compe?tors;facilita?ng the ease with which organiza?ons are able to deploy,use,manage and maintain our offerings

65、;and incorpora?ng emerging technologies such as AI within our offerings to enable leaner business processes,automa?on and innova?on.For example,our Oracle Autonomous Database is designed to deliver transforma?onal infrastructure as an OCI offering that uses machine learning capabili?es to automate m

66、any tradi?onally manual func?ons.A?er an ini?al purchase of Oracle products and services,our customers can con?nue to benefit from our offerings,research and development efforts and deep IT exper?se by elec?ng to purchase and renew Oracle support offerings for their license and hardware deployments,

67、which may include product enhancements that we periodically deliver to our products,and by renewing their Oracle Cloud Services contracts with us.Our selec?ve and ac?ve acquisi?on program is another important element of our corporate strategy.We believe that our acquisi?ons enhance the products and

68、services that we can offer to customers,expand our customer base,provide greater scale to accelerate innova?on,grow our revenues and earnings and increase stockholder value.We have invested billions of dollars over?me to acquire a number of companies,products,services and technologies that add to,ar

69、e complementary to,or have otherwise enhanced our exis?ng offerings.We expect to con?nue to acquire companies,products,services and technologies to further our corporate strategy.We have three businesses:cloud and license;hardware;and services.Each business is comprised of a single opera?ng segment.

70、Item 7 Managements Discussion and Analysis of Financial Condi?on and Results of Opera?ons and Note 14 of Notes to Consolidated Financial Statements,both included elsewhere in this Annual Report,provide addi?onal informa?on related to our businesses and opera?ng segments.Oracle Corpora?on was incorpo

71、rated in 2005 as a Delaware corpora?on and is the successor to opera?ons originally begun in June 1977.Oracle Applica?ons and Infrastructure TechnologiesOracles comprehensive por?olio of applica?ons and infrastructure technologies is designed to address an organiza?ons IT environment needs,including

72、 business process,infrastructure and applica?ons development requirements,among others.Oracle technologies are based upon industry standards and are designed to be enterprise-grade,reliable,scalable and secure.Oracle applica?ons and infrastructure technologies,including database and middleware so?wa

73、re as well as enterprise applica?ons,virtualiza?on,clustering,large-scale systems management and related infrastructure products and services,are the building blocks of Oracle Cloud Services,our partners cloud services and our customers cloud IT environments.Oracle applica?ons and infrastructure off

74、erings are marketed and sold through our cloud and license and hardware businesses,and are delivered through the Oracle Cloud or through other IT deployment models,including cloud-based,hybrid and on-premise deployments.We believe that our Oracle Cloud Services offerings are opportuni?es for us to c

75、on?nue to expand our cloud and license business.We believe that our customers increasingly recognize the value of access to the latest versions of Oracle cloud-based applica?ons and infrastructure capabili?es via a lower cost,rapidly deployable,flexible and interoperable services model that Oracle p

76、rovisions,manages,upgrades and maintains on our customers behalf.We believe that we can market and sell our Oracle Cloud Services offerings together to help new and exis?ng customers migrate their extensive installed base of on-premise and cloud-based applica?ons and infrastructure technologies to t

77、he Oracle Cloud and we believe we are in the early stages of what we expect will be a material migra?on of our exis?ng Oracle customer base from on-premise applica?ons and infrastructure products and services to the Oracle Cloud.In addi?on,we also believe we can market our Oracle Cloud Services offe

78、rings to a broader ecosystem of small and medium-sized businesses,non-IT lines of business purchasers,developers and partners due to the highly available,intui?ve design,ease of access,low touch and low cost characteris?cs of the Oracle Cloud.In recent periods,customer demand for our applica?ons and

79、 infrastructure technologies delivered through our Oracle Cloud deployment models has increased.To address customer demand and enable customer choice,we have 5Table of ContentsIndex to Financial Statements introduced certain programs for customers to pivot their applica?ons and infrastructure licens

80、es and license support contracts to the Oracle Cloud for new deployments and to migrate to and expand with the Oracle Cloud for their exis?ng workloads.The propor?on of our cloud services revenues rela?ve to our total revenues has increased and our cloud services revenues represented 37%,32%and 25%o

81、f our total revenues during fiscal 2024,2023 and 2022,respec?vely.We expect these trends to con?nue.Oracle Applica?ons TechnologiesOracle applica?ons technologies are marketed,sold,delivered and supported through our cloud and license business.Our applica?ons cloud services and license support reven

82、ues represented 46%,47%and 42%of our total cloud services and license support revenues during fiscal 2024,2023 and 2022,respec?vely.Oracle applica?ons offerings include our Oracle Cloud SaaS offerings,which are available for customers as a subscrip?on,and Oracle applica?ons license offerings,which a

83、re available for customers to purchase for use within the Oracle Cloud and other cloud-based and on-premise IT environments,and include the op?on to purchase related license support.Regardless of the deployment model selected,our applica?ons technologies are designed to reduce the risk,cost and comp

84、lexity of our customers IT infrastructures,while suppor?ng customer choice with flexible deployment models that readily enable performance,agility,compa?bility and extendibility.Our applica?ons technologies are generally designed using industry standard architectures to manage and automate core busi

85、ness func?ons across the enterprise,as well as to help customers differen?ate and innovate in those processes unique to their industries or organiza?ons.We offer applica?ons that are deployable to meet several business automa?on requirements across a broad range of industries.We also offer industry-

86、specific applica?ons,which provide solu?ons to customers in the automo?ve,communica?ons,construc?on and engineering,consumer packaged goods,energy and water,financial services,food and beverage,government and educa?on,healthcare,high technology,hospitality,industrial manufacturing,life sciences,medi

87、a and entertainment,oil and gas,professional services,public safety,retail,travel and transporta?on and wholesale distribu?on industries,among others.Oracle Cloud So?ware-as-a-Service(SaaS)Oracles broad spectrum of Oracle Cloud SaaS offerings provides customers a choice of so?ware applica?ons that a

88、re delivered via a cloud-based IT environment that we deploy,manage,upgrade and support and that customers purchase by entering into a subscrip?on agreement with us for a stated period.Customers access Oracle Cloud SaaS offerings u?lizing common web browsers via a broad spectrum of devices.Our SaaS

89、offerings are built upon open industry standards such as SQL,Java and HTML5 for easier applica?on accessibility,integra?on and development.Our SaaS offerings represent an industry leading business innova?on pla?orm leveraging OCI and include a broad suite of modular,next-genera?on cloud so?ware appl

90、ica?ons spanning all core business func?ons,including,among others:Oracle Fusion Cloud ERP,which is designed to be a complete and integrated ERP solu?on to help organiza?ons improve decision making and workforce produc?vity,and to op?mize back-office opera?ons by u?lizing a single data and security

91、model with a common user interface;Oracle Fusion Cloud Enterprise Performance Management(EPM),which is designed to analyze financial performance,drive accurate and agile financial plans,op?mize the financial close and consolida?on process,streamline account reconcilia?on and sa?sfy an organiza?ons r

92、epor?ng requirements;Oracle Fusion Cloud Supply Chain and Manufacturing Management(SCM),which is designed to help organiza?ons create,op?mize and digi?ze their supply chains;Oracle Fusion Cloud Human Capital Management(HCM),which is designed to help organiza?ons find,develop and retain their talent,

93、enable collabora?on,provide workforce insights,improve business process efficiency and enable users to connect to an integrated suite of HCM applica?ons from a broad range of devices;Oracle Fusion Sales,Service and Marke?ng,which are modules that are designed to be complete and integrated solu?ons t

94、o help organiza?ons deliver consistent and personalized customer experiences across their customer channels,touch points and interac?ons;6Table of ContentsIndex to Financial Statements NetSuite Applica?ons Suite,which is generally marketed to small to medium-sized organiza?ons and is designed to be

95、a unified,cloud-based applica?ons suite to run a companys en?re business and includes financials and ERP,customer rela?onship management,human resources,professional services and commerce,among others;andOracle Cerner healthcare applica?ons,which are designed to enable medical professionals to deliv

96、er be?er healthcare to individual pa?ents and communi?es.In addi?on,we offer several cloud-based industry solu?ons to address specific customer needs within certain industries including communica?ons,construc?on and engineering,educa?on,financial services,government,healthcare,hospitality,manufactur

97、ing and retail,among others.Customers,partners and other interested par?es may elect to subscribe to Oracle applica?ons and infrastructure training and cer?fica?on programs through a variety of online,cloud-based learning subscrip?ons offered by Oracle University.Learners generally have unlimited ac

98、cess to course content delivered during the subscrip?on period.We believe that the comprehensiveness and breadth of our SaaS offerings as a business innova?on pla?orm differen?ate us from many of our compe?tors that offer more limited or specialized applica?ons.Our SaaS offerings are designed to sup

99、port connected business processes in the cloud and are centered on an intui?ve and conversa?onal user experience,a responsive,open and flexible business core and a common data model.We believe Oracle Fusion Cloud ERP is a strategic suite of applica?ons that is founda?onal to facilita?ng and extrac?n

100、g more business value out of the adop?on of other Oracle Cloud SaaS offerings,such as Oracle Fusion Cloud HCM and Oracle Fusion Cloud EPM,as customers realize the value of a common data model that spans across core business applica?ons.We believe our SaaS offerings together remove business boundarie

101、s between front-and back-office ac?vi?es.Our SaaS offerings are designed to deliver a secure data isola?on architecture and flexible upgrades;self-service access controls for users;a Service-Oriented Architecture;built-in social,mobile and business insight capabili?es(analy?cs);and a high performanc

102、e,high availability infrastructure based on OCI.These SaaS capabili?es are designed to simplify customer IT environments,reduce?me to implement and upgrade,enable agility,reduce risk,provide an intui?ve user experience for casual and experienced users and enable customers to focus resources on busin

103、ess growth opportuni?es.Our SaaS offerings are also designed to na?vely incorporate advanced technologies such as AI,Internet-of-Things(IoT),machine learning,blockchain,digital assistants and advances in the“human interface”and how users interact with Oracle Cloud SaaS offerings within a business co

104、ntext or to augment human capabili?es to enhance produc?vity.Oracle Applica?ons LicensesCustomers have the ability to license Oracle Applica?ons,including Oracle E-Business Suite,PeopleSo?,JD Edwards and Siebel applica?ons,among others,for use within the Oracle Cloud or within their own cloud-based

105、or on-premise IT environments.These licensed applica?ons are designed to manage and automate core business func?ons across the enterprise,including HCM,ERP,EPM,SCM,Customer Experience and industry-specific applica?ons,as described above,among others.Oracle License SupportOracle license support offer

106、ings are marketed and sold as a part of our cloud and license business.We provide customers the op?on to purchase license support contracts in connec?on with the purchase of Oracle Applica?ons licenses.Substan?ally all of our customers opt to purchase license support contracts when they purchase Ora

107、cle applica?ons and infrastructure licenses to run within the Oracle Cloud or other cloud-based and on-premise IT environments.We believe our license support offerings protect and enhance our customers investments in Oracle applica?ons and infrastructure technologies because they provide proac?ve an

108、d personalized support services(including Oracle Life?me Support)and unspecified license enhancements and upgrades during the term of the support period.Substan?ally all license support customers renew their support contracts with us upon expira?on in order to con?nue to benefit from technical suppo

109、rt services and the periodic issuance of unspecified updates and enhancements,which current license support customers are en?tled to receive.Our license support contracts are 7Table of ContentsIndex to Financial Statements generally priced as a percentage of the net fees paid by the customer to purc

110、hase the license,are typically one year in dura?on and are generally billed to the customer annually in advance.Oracle Infrastructure TechnologiesOracle infrastructure technologies are marketed,sold and delivered through our cloud and license business and through our hardware business.Our infrastruc

111、ture technologies are designed to be flexible,cost-effec?ve,standards-based,secure and highly-performant to facilitate the development,deployment,integra?on,management and extension across an organiza?ons cloud-based,on-premise and hybrid IT environments.Our cloud and license business infrastructure

112、 technologies include the Oracle Database and MySQL Database,the worlds most popular database management systems;Java,the computer industrys most widely-used language by professional so?ware developers;and middleware,including development tools,among others.These infrastructure technologies are avai

113、lable through a subscrip?on to our OCI offerings or through the purchase of a license and related license support,at the customers op?on,to run within the Oracle Cloud as a part of a customers cloud based,on-premise or other IT environments.Our OCI offerings also include cloud-based compute,storage

114、and networking capabili?es,applica?on development and cloud na?ve services,among others,and new and innova?ve services such as AI Infrastructure offerings and emerging technologies such as genera?ve AI,IoT and blockchain.Our hardware business infrastructure technologies consist of hardware products

115、and certain unique hardware-related so?ware offerings,including Oracle Engineered Systems,enterprise servers,storage solu?ons,industry-specific hardware,virtualiza?on so?ware,opera?ng systems,management so?ware and related hardware support services.Our customers use Oracle hardware products and rela

116、ted offerings in their cloud-based,on-premise or hybrid environments to run their internal business opera?ons and to deliver products and services to their customers.We design our infrastructure technologies to work in our customers on-premise IT environments that may include other Oracle or non-Ora

117、cle hardware or so?ware components.Our flexible and open approach also provides Oracle customers with a choice as to how they can u?lize and deploy Oracle infrastructure technologies:through the use of Oracle Cloud offerings;on-premise in our customers data centers;or a hybrid combina?on of these tw

118、o deployment models,such as in the Oracle Exadata CloudCustomer deployment models(described further below).We focus on the opera?on and integra?on of Oracle infrastructure technologies to make them easier to deploy,extend,interconnect,manage and maintain for our customers and to improve compu?ng per

119、formance rela?ve to our compe?tors offerings.For example,the Oracle Exadata Database Machine integrates mul?ple Oracle technology components to work together to deliver improved performance,availability,scalability,security and opera?onal efficiency of Oracle Database workloads rela?ve to our compe?

120、tors products.Oracle Infrastructure Technologies Cloud and License Business OfferingsOracle infrastructure technologies are marketed,sold and delivered through our cloud and license business.Our infrastructure cloud services and license support revenues represented 54%,53%and 58%of our total cloud s

121、ervices and license support revenues during fiscal 2024,2023 and 2022,respec?vely.Oracle Cloud Infrastructure(OCI)OCI offerings are based upon Oracles Next-Genera?on Cloud Infrastructure and are designed to deliver our infrastructure technologies,including compute,storage and networking services,as

122、a service.OCI offerings include our Oracle Autonomous Database offerings,among others,that Oracle runs,manages,upgrades and supports on behalf of the customer.We typically charge a prepaid fee that is decremented as the OCI services are consumed by the customer over a stated?me period.By u?lizing OC

123、I,customers can leverage the Oracle Cloud for enterprise-grade,high performance,scalable,cost-effec?ve and secure infrastructure technologies that are designed to be rapidly deployable and provide real-?me elas?city while reducing the amount of?me and resources normally consumed by IT processes with

124、in on-premise environments.OCI is designed to be differen?ated from other cloud vendors to provide be?er security by separa?ng cloud control code computers from customer compute nodes.Customers use OCI to build and operate new applica?ons ranging from low-code to AI powered cloud-na?ve 8Table of Con

125、tentsIndex to Financial Statements applica?ons,to run new workloads and to move their exis?ng Oracle or non-Oracle workloads to the Oracle Cloud from their on-premise data centers or other cloud-based IT environments,among other uses.We con?nue to invest in OCI to improve features and performance;to

126、 expand the catalog of cloud-based infrastructure tools and services that we provide;to increase the capacity and geographic footprint to deliver these services;to simplify the processes for migra?ng workloads to the Oracle Cloud;and to provide customers with the ability to run workloads across diff

127、erent IT environments,the Oracle Cloud as well as other third-party clouds in both hybrid and mul?cloud deployment models.Oracle customers and partners u?lize OCI offerings for pla?orm-related services that are based upon the Oracle Database,Java and Oracle Middleware,including open source and other

128、 tools for a variety of use cases across data management(including the use of Oracle Autonomous Database and MySQL HeatWave),applica?ons development,integra?on,content management,analy?cs,IT management and governance,security and rapidly emerging technologies such as machine learning.OCI AI offering

129、s are designed to be embedded into customer applica?ons for a variety of predic?ve use cases,including,among others,the servicing of machine parts that are at risk of failing,using genera?ve AI for fault detec?on on an assembly line,the stocking of retailer store shelves,credit fraud detec?on and fi

130、nancial modeling to stay within a business forecasts.Oracle customers and partners also u?lize OCI offerings for highly scalable,available and secure compute,storage and networking services.OCI compute services range from virtual machines to graphics processing unit-based offerings to bare metal ser

131、vers and include op?ons for high I/O workloads and high performance compu?ng.OCI storage offerings include block,file,object and archive storage services.In addi?on,our OCI offerings include networking,connec?vity and edge services that help connect customers data centers and third-party clouds,such

132、 as Microso?Azure,with our OCI services for the crea?on of distributed and mul?cloud architectures.In addi?on to the full suite of OCI offerings delivered by Oracle public cloud regions across the globe and by our mul?cloud partnerships,we provide our customers with flexibility by offering certain O

133、CI services within a customers own data center,such as:Oracle Exadata CloudCustomer,which is designed to enable customers to run Oracle Autonomous Database and Oracle Database securely in their own data centers behind their firewalls while having the services managed by Oracle;OCI Dedicated Region,w

134、hich is designed to enable customers to bring a self-contained OCI instance into their data centers while accessing a substan?al por?olio of OCI and Oracle Cloud SaaS offerings;OCI Sovereign Cloud,which is designed to enable customers to u?lize OCI services while addressing customer latency requirem

135、ents and addressing restric?ons imposed upon customers that operate in certain regulated industries,en?es or jurisdic?ons.This capability now also allows us to offer sovereign AI to customers who want the latest in AI innova?ons while opera?ng within their regulatory environments;Oracle Alloy,which

136、is engineered to enable partners to control the commercial and customer experience to address their specific market needs for cloud services;andOracle Roving Edge Infrastructure,which is designed to enable customers to access cloud compu?ng and storage services at the edge of networks and in general

137、ly disconnected loca?ons in order to accelerate deployment of cloud workloads outside of the data center.9Table of ContentsIndex to Financial Statements Oracle Autonomous DatabaseOracle Autonomous Database is designed to deliver performance and scale for enterprise database workloads with automated

138、database opera?ons and policy-and machine learning-driven op?miza?on by combining certain Oracle infrastructure technologies,including the Oracle Database,OCI,Oracle Exadata,and na?ve machine learning capabili?es,among others.Oracle Autonomous Database is designed to be self-driving,automa?ng rou?ne

139、 database administra?on tasks,including maintenance,tuning,patching,scaling,security and backup.Oracle Autonomous Database is engineered to lower labor costs and reduce human error while using machine learning-driven diagnos?cs for fault predic?on and error handling and is also engineered to provide

140、 automa?c threat detec?on and remedia?on.Oracle Autonomous Database is designed to enable on-demand,automa?c scaling of database resources combined with consump?on-based pricing in order to help organiza?ons lower costs by paying only for resources used.The integra?on of Oracle Autonomous Database w

141、ith other Oracle Cloud services,such as Java Cloud and the Oracle APEX low-code service,along with open interfaces and integra?ons,is designed to provide developers with a modern,open pla?orm to develop new and innova?ve cloud na?ve applica?ons.For analy?cs workloads,Oracle Autonomous Database is de

142、signed to provide customers with easy-to-use analy?cs tools and machine learning capabili?es that are accelerated using Oracle Exadatas scale-out infrastructure and work with Oracle Analy?cs Cloud and third-party analy?cs tools.We believe Oracle Autonomous Databases built-in developer capabili?es an

143、d automa?on will enable organiza?ons to:quickly deploy new data marts and data warehouses;move exis?ng ones to the cloud;and create data lake houses.All of these capabili?es are designed to enable organiza?ons to gain new insights into customer behavior,more accurately an?cipate future demand,align

144、workforce deployment with business ac?vity forecasts and accelerate the pace of opera?ons,among other benefits.For transac?on processing workloads,Oracle Autonomous Database is designed to enable organiza?ons to safely run a mix of high-performance transac?ons of ranging complexity.It is also design

145、ed to enable organiza?ons to efficiently support dynamic workloads,conduct real-?me analysis of transac?onal data and lower administra?on costs.Oracle Autonomous Database is available on OCI for shared or dedicated deployments and on-premise with Oracle Exadata CloudCustomer and OCI Dedicated Region

146、.Oracle MySQL HeatWaveIn addi?on to the Oracle Database on OCI and Oracle Autonomous Database,we offer a por?olio of specialized databases to address specific customer requirements,including MySQL,the worlds most popular open source database,as a cloud service with Oracle MySQL HeatWave,as an on-pre

147、mise offering or on other public cloud services.Oracle MySQL HeatWave combines transac?ons,real-?me analy?cs,machine learning and genera?ve AI in one managed cloud service.Oracle Database LicensesOracle Database is the worlds most popular enterprise database and is designed to enable reliable and se

148、cure storage,retrieval and manipula?on of all forms of data.Oracle Database is licensed throughout the world by businesses and organiza?ons of all sizes for a mul?tude of purposes,including,among others,for use within the Oracle Cloud to deliver our SaaS and OCI offerings;for use as a cloud license

149、by a number of cloud-based vendors as a component of their respec?ve cloud offerings;for packaged and custom applica?ons for transac?on processing;and for data warehousing and business intelligence.Oracle Database may be deployed in various IT environments,including Oracle Cloud,Oracle Exadata Cloud

150、Customer and OCI Dedicated Region environments,other cloud-based IT environments and on-premise data centers,among others.Oracle Database Enterprise Edi?on is available with a number of op?onal add-on products to address specific customer requirements.As described above,customers may elect to purcha

151、se license support for Oracle Database licenses.We also offer Oracle Database as a cloud service,such as with Oracle Exadata Database Service and Oracle Base Database Service.10Table of ContentsIndex to Financial Statements Oracle Middleware LicensesWe license our Oracle Middleware,which is a broad

152、family of integrated applica?on infrastructure so?ware,for use in the Oracle Cloud,other cloud-based environments,on-premise data centers and related IT environments.Oracle Middleware is designed to enable customers to design and integrate Oracle and non-Oracle business applica?ons,automate business

153、 processes,scale applica?ons to meet customer demand,simplify security and compliance,manage lifecycles of documents and get ac?onable,targeted business intelligence.Built with Oracles Java technology pla?orm,Oracle Middleware products are designed to be a founda?on for custom,packaged and composite

154、 applica?ons,thereby simplifying and reducing?me-to-deployment.Oracle Middleware is designed to protect customers IT investments and work with both Oracle and non-Oracle databases,middleware and applica?ons so?ware through an open architecture and adherence to industry standards.In addi?on,Oracle Mi

155、ddleware supports mul?ple development languages and tools,which enables developers to flexibly build once and deploy applica?ons globally across websites,portals and cloud-based applica?ons u?lizing a variety of IT environments.Among our other middleware license offerings,we license development tool

156、s,such as Oracle WebLogic Server for Java applica?on development,and Oracle Iden?ty Manager,which automates user iden?ty provisioning and allows enterprises to manage the end-to-end lifecycle of user iden?es across all enterprise resources.Organiza?ons may elect to purchase license support,as descri

157、bed above,for Oracle Middleware licenses.We also offer certain of our middleware capabili?es as a part of our OCI offerings.Java LicensesJava is the worlds most popular programming language among professional developers and is used to deliver cloud development and deployment services,microservices,a

158、naly?cs,data management,blockchain,security and con?nuous integra?on tools for numerous pla?orms and technologies,including websites,enterprise and consumer applica?ons,embedded devices and large-scale systems.Java is designed to enable developers to write so?ware on a single pla?orm and run it on m

159、any other different pla?orms,independent of opera?ng system and hardware architecture.Java has been adopted by both independent so?ware vendors(ISVs)that have built their products using Java and by enterprise organiza?ons building custom applica?ons or consuming Java-based ISV products.Oracle is the

160、 steward of the Java pla?orm and ecosystem.Customers generally purchase Java offerings through subscrip?ons that include licenses and support services.Oracles Java offerings are used by customers to support their Java deployments and to stay current with the latest security updates and other technol

161、ogy innova?ons.Oracle Infrastructure Technologies Hardware Business OfferingsOracle infrastructure technologies are also marketed,sold and delivered through our hardware business,including a broad selec?on of hardware products and related hardware support services to power cloud-based and on-premise

162、 IT environments.Oracle Engineered SystemsOracle Engineered Systems are core to our cloud-based and on-premise data center infrastructure offerings.Oracle Engineered Systems are pre-built products,combining mul?ple unique Oracle technology components,including database,storage,opera?ng system and ma

163、nagement so?ware with server,storage,networking hardware and other technologies.Oracle Engineered Systems are designed to deliver improved performance,scalability,availability,security and opera?onal efficiency rela?ve to our compe?tors products;to be upgraded effec?vely and efficiently in a non-dis

164、rup?ve manner;and to simplify maintenance cycles and improve security by providing a single solu?on for patching.For example,Oracle Exadata Database Machine is an integrated pla?orm that is op?mized for achieving higher performance,scalability and availability at a lower cost by combining Oracle Dat

165、abase,storage and opera?ng system so?ware with Oracle server,storage and networking hardware.We offer some of our Oracle Engineered Systems,including the Oracle Exadata Database Machine,among others,through flexible deployment op?ons,including on-premise,as a cloud offering in OCI,and as a hybrid cl

166、oud offering in customer data centers.11Table of ContentsIndex to Financial Statements Oracle Servers We offer a wide range of Oracle server products that are designed for mission-cri?cal enterprise environments and that are key components of our Oracle Engineered Systems and Oracle Cloud offerings.

167、We have two families of server products:those based on the Oracle SPARC microprocessor,which are designed to be differen?ated by their reliability,security and scalability,specifically for UNIX environments;and those using x86 microprocessors.By offering a range of server sizes and microprocessors,c

168、ustomers have the flexibility to choose the types of servers that they believe will be most appropriate and valuable for their IT environments.Oracle StorageOracle storage products are engineered for cloud,on-premise and hybrid IT environments and designed to securely archive,back up,manage and prot

169、ect customers mission-cri?cal data assets.Oracle storage products combine flash,disk,tape and server technologies with op?mized so?ware and unique integra?ons with the Oracle Database offering greater performance and efficiency and lower total cost rela?ve to our compe?tors storage products.Certain

170、of our storage products provide integra?on with Oracle Cloud Services for backup and archiving.Oracle Industry-Specific Hardware Offerings We offer hardware products and services designed for certain specific industries,including,among others,our point-of-sale terminals and related hardware that are

171、 designed for managing businesses within the food and beverage,hospitality and retail industries;hardware products for the healthcare industry;and hardware products and services for communica?ons networks,including network signaling,rou?ng and policy control and subscriber data management solu?ons f

172、or 5G technology.Oracle Opera?ng Systems,Virtualiza?on,Management and Other Hardware-Related So?wareWe offer a por?olio of opera?ng systems,including Oracle Linux and Oracle Solaris,virtualiza?on so?ware and other hardware-related so?ware.We also offer a range of management technologies and products

173、,including Oracle Enterprise Manager and the Oracle Cloud Observability and Management pla?orm,designed to help customers efficiently operate complex IT environments,including both end users and service providers cloud environments.Oracle Hardware Support Oracle hardware support offerings provide cu

174、stomers with unspecified so?ware updates for so?ware components that are essen?al to the func?onality of our hardware products such as for Oracle opera?ng systems and firmware.These offerings can also include product repairs,maintenance services and technical support services.We con?nue to evolve ha

175、rdware support processes that are intended to proac?vely iden?fy and solve quality issues.Hardware support contracts are generally priced as a percentage of net hardware products fees.Oracle Services We offer services to help customers and partners maximize the performance of their investments in Or

176、acle applica?ons and infrastructure technologies.We believe that our services are differen?ated based on our exper?se in Oracle technologies,extensive experience and broad sets of intellectual property and best prac?ces.Our services offerings substan?ally include,among others:consul?ng services,whic

177、h are designed to help our customers and global system integrator partners more successfully architect and deploy our cloud and license offerings,including IT strategy alignment,enterprise architecture planning and design,implementa?on,integra?on,applica?on development,security assessments and ongoi

178、ng so?ware enhancements and upgrades.We u?lize a global,blended delivery model to op?mize value for our customers and partners,which involves the use of consultants from local geographies,industry specialists and consultants from our global delivery and solu?on centers;andadvanced customer services,

179、which are support services provided by Oracle to a customer to enable increased performance and higher availability of a customers Oracle products and services.12Table of ContentsIndex to Financial Statements Oracle Cloud Opera?onsOracle Cloud Opera?ons deliver our Oracle Cloud Services to customers

180、 through a secure,reliable,scalable,enterprise grade cloud infrastructure pla?orm managed by Oracle employees within a global network of data centers,which we refer to as the Oracle Cloud.The Oracle Cloud enables secure and isolated cloud-based instances for each of our customers to access the func?

181、onality of Oracle Cloud Services via a broad spectrum of devices.Oracle Cloud Opera?ons leverage automated so?ware tools to enable the rapid delivery of the latest cloud technology capabili?es to the Oracle Cloud as they become available and provide Oracle customers access to the latest Oracle relea

182、ses.We have invested in the rapid expansion of the Oracle Cloud by increasing exis?ng data center capacity and adding data centers in new geographic loca?ons to meet current and expected customer demand.We expect this trend will con?nue.Manufacturing We rely on third-party manufacturing partners to

183、produce most of our hardware products that we market and sell to customers and u?lize internally to deliver Oracle Cloud Services,and we distribute most of our hardware products from these partners facili?es.Our manufacturing processes are substan?ally based on standardiza?on of components across pr

184、oduct types and centraliza?on of assembly and distribu?on centers.Produc?on of our hardware products requires that we purchase materials,supplies,product subassemblies and full assemblies from a number of suppliers.For most of our hardware products,we have exis?ng alterna?ve sources of supply or suc

185、h sources are readily available.However,we do rely on sole sources for certain hardware components.We monitor and evaluate poten?al risks of disrup?on within our supply chain opera?ons.Refer to Risk Factors included in Item 1A within this Annual Report for addi?onal discussion of the challenges we e

186、ncounter with respect to the sources and availability of supplies for our hardware products and the related risks to our businesses.Sales and Marke?ngWe directly market and sell our cloud,license,hardware,support and services offerings globally to businesses of many sizes and in many industries,gove

187、rnment agencies and educa?onal ins?tu?ons.We also market and sell our offerings globally through indirect channels.In the United States(U.S.),our sales and services employees are based throughout the country.Outside the U.S.,our interna?onal subsidiaries sell,support and service our offerings in the

188、ir local countries as well as within other foreign countries where we do not operate through a direct sales subsidiary.Our geographic coverage allows us to draw on business and technical exper?se from a global workforce,provides stability to our opera?ons and revenue streams to offset geography-spec

189、ific economic trends and offers us an opportunity to take advantage of new markets for our offerings.Our interna?onal opera?ons subject us to certain risks,which are more fully described in Risk Factors included in Item 1A of this Annual Report.A summary of our domes?c and interna?onal revenues and

190、long-lived assets is set forth in Note 14 of Notes to Consolidated Financial Statements included elsewhere in this Annual Report.We also market our product offerings worldwide through indirect channels.The companies that comprise our indirect channel network are members of the Oracle Partner Network

191、.The Oracle Partner Network is a global program that manages our business rela?onships with a large,broad-based network of companies,including cloud and license,hardware and services suppliers,system integrators and resellers that deliver innova?ve solu?ons and services based upon and in conjunc?on

192、with our product offerings.By offering our partners access to our product offerings,educa?onal informa?on,technical services,marke?ng and sales support,the Oracle Partner Network program extends our market reach by providing our partners with the resources they need to be successful in delivering so

193、lu?ons to customers globally.Research and DevelopmentWe develop the substan?al majority of our products and services offerings internally u?lizing the skills and diversity of a global workforce.In addi?on,we have extended our products and services offerings and intellectual property through acquisi?

194、ons of businesses and technologies.We also purchase or license intellectual property rights in certain circumstances.Internal development allows us to maintain technical control over the design and 13Table of ContentsIndex to Financial Statements development of our products.We have a number of U.S.a

195、nd foreign patents and pending applica?ons that relate to various aspects of our products and technology.However,although we believe that our patents have value,neither our business as a whole nor any of our principal businesses are materially dependent on a single patent.Rapid technological advance

196、s in cloud,so?ware and hardware development,evolving standards in computer hardware and so?ware technology,changing customer needs and frequent new product introduc?ons,offerings and enhancements characterize the markets in which we compete.We plan to con?nue to dedicate a significant amount of reso

197、urces to research and development efforts to maintain and improve our current products and services offerings.Human Capital ResourcesAt Oracle,our success is driven by the quality of our people,who we believe are among the best and brightest in the industry.We strive to a?ract and retain talented em

198、ployees,to support employee success and well-being and to foster a culture where everyone has a voice in driving innova?on.Our Board of Directors oversees culture and inclusion(C&I)ma?ers and the Compensa?on Commi?ee of our Board of Directors(the Compensa?on Commi?ee)is responsible for reviewing and

199、 monitoring ma?ers related to human capital management,including talent acquisi?on and reten?on.WorkforceAs of May 31,2024,we employed approximately 159,000 full-?me employees,of which approximately 58,000 were employed in the U.S.and approximately 101,000 were employed interna?onally.Our approximat

200、e employee counts by lines of business are:28,000 Cloud services and license support opera?ons 37,000 Services 32,000 Sales and marke?ng 47,000 Research and development 3,000 Hardware 12,000 General and administra?veThe average tenure of our employees is approximately eight years and 29%of our emplo

201、yees have been employed with Oracle for ten or more years.None of our employees in the U.S.are represented by labor unions;however,in certain foreign subsidiaries,labor unions or workers councils represent some of our employees.Culture and InclusionWe believe that C&I powers innova?on.By promo?ng an

202、 inclusive culture that values acceptance and belonging and provides opportuni?es for all,we seek to enable and inspire our workforce to help our customers solve hard problems.Our focus on C&I is reflected throughout our organiza?on,star?ng at the highest level.Our Chief Execu?ve Officer is a woman

203、and forty percent of the members of our Board of Directors are women and/or come from a diverse background.We endeavor to hire employees from a broad pool of talent with diverse backgrounds,experiences,perspec?ves and abili?es,and we believe Oracles leaders serve as role models for the inclusive cul

204、ture in our workforce.We strive to enable our employees to further their careers,build their networks and foster the skills needed to succeed at Oracle,including through par?cipa?on in our Employee Resource Groups,which offer employees opportuni?es to engage in mentor rela?onships that further devel

205、op inclusive leaders and employees at Oracle.We seek to con?nuously build on our inclusive hiring strategies,tracking our progress and holding ourselves accountable for greater diverse representa?on at Oracle.Our programs are supported by Oracle leaders across the globe with strategic sponsorship fr

206、om Oracles Inclusive Leadership Council,which is led by Safra Catz,our Chief Execu?ve Officer,and extend through the ac?ons we are taking globally on Oracles five C&I Impera?ves:Data and Talent Analy?cs:leveraging data,global insights,programs and systems that drive inclusive experiences;Mul?-Genera

207、?on:ensuring inten?onal and unbiased investment in talent;14Table of ContentsIndex to Financial Statements Culture:increasing a sense of belonging and acceptance that will a?ract talent from many backgrounds and inspire reten?on;Engagement:championing a growth mindset both globally and locally by le

208、veraging an inclusive range of perspec?ves and voices;andInclusive Hiring:expanding our inclusive hiring prac?ces to promote equitable representa?on across the globe.In addi?on to global,regional and local programs,Oracle Human Resources partners with business leaders to create and implement C&I pla

209、ns to embed targeted strategies into organiza?ons across Oracle.Employee sa?sfac?on on the importance of C&I at Oracle and their managers leveraging a range of diverse perspec?ves and voices ranks high in our employee engagement surveys.We are proud to be recognized for our ongoing progress and comm

210、itment to C&I.Examples of recogni?on received include being named one of the Worlds Best Employers and Worlds Top Companies for Women by Forbes in 2023 and one of Americas Best Employers For Diversity by Forbes in 2024;a Best Place to Work by the Disability Equality Index in 2023 for the sixth conse

211、cu?ve year;a 2023/2024 Best Place to Work for LGBTQ+Equality by the Human Rights Campaign;a 2024 5-Star Employer by VETS Indexes;one of the Top 50 Workplaces for Indigenous STEM Professionals by American Indian Science and Engineering Society in 2024;and a 2023 Top Supporter of Historically Black Co

212、llege and University Engineering Schools by Career Communica?ons Group.Employee ExperienceOracle strives to deliver a great employee experience,anchored by meaningful work,career opportuni?es and well-being to con?nue to a?ract and retain high quality talent.We support employee well-being from mul?p

213、le dimensions,including economic,health,development and lifestyle with a comprehensive suite of compensa?on,benefits and learning and development.Opportuni?es to Learn and GrowWe believe that one of the primary reasons candidates join Oracle is for the opportunity to develop their careers.We have pr

214、ograms and resources to help our employees explore,build and achieve their career goals.We promote regular career conversa?ons between leaders and employees.These are separate from performance feedback conversa?ons and are focused on helping employees iden?fy and take steps to grow their careers.Our

215、 Talent Review process,which runs on Oracle Fusion Cloud HCM,provides the mechanism for leaders to review and discuss opportuni?es and ac?on plans to develop employees.32%of our open non-entry level posi?ons were filled internally in fiscal 2024,providing growth opportuni?es and retaining cri?cal kn

216、owledge and talent.We believe that helping our employees learn and apply new skills is key to retaining them and cri?cal to our ability to innovate and rapidly evolve.We support employees with easily accessible learning resources to help build skills for today and the future.We believe that Oracle L

217、earning enables us to improve our employees learning experience and be?er measure learning consump?on.Oracle employees received more than five million hours of training in fiscal 2024 and accessed online learning content at an average rate of approximately two million views per month.Our employees t

218、ake advantage of instructor-led classes,virtual library content and online learning resources on sales,business,products,market/industry,leadership,technical skills and compliance,as well as well-being and personal development related topics.Leaders Who ListenWe believe that an important aspect of c

219、rea?ng a culture and environment that supports employee,customer and business success is listening to employee feedback.We share the results of our annual employee engagement survey with leaders who receive direct observa?ons from employees about areas cri?cal to Oracles strategic priori?es,includin

220、g the employee and customer experience.The results of the survey are also discussed with our Board of Directors and commi?ees thereof.In fiscal 2024,81%of our employees par?cipated in the annual survey.Leaders listen to employees,evaluate feedback and priori?ze ac?ons to enhance employee,business an

221、d customer success.15Table of ContentsIndex to Financial Statements Making a DifferenceEach year,through our volunteering and giving programs,Oracle employees donate tens of thousands of volunteer hours and millions of dollars(matched by Oracle)to a wide variety of causes.Oracle and our employees al

222、so rise to the occasion in?mes of crisis.During fiscal 2024,Oracle donated tens of millions of dollars to advance educa?on,protect the natural world and wildlife,strengthen communi?es and promote health.Among our recent commitments is a$1 million mul?-year grant to The Na?onal Museum of African Amer

223、ican History and Culture,a Smithsonian Ins?tu?on museum located in Washington,D.C.In fiscal 2024,Oracle approved the dona?on of technology and consul?ng services valued at$350,000 to advance the mission of the Military Family Advisory Network.Oracle is commi?ed to being at the forefront of posi?ve s

224、ocial impact through ini?a?ves focused on educa?on,the environment,community and health.Our philanthropic educa?on ini?a?ves,Oracle Academy and the Oracle Educa?on Founda?on,help students develop the skills they need to become technology innovators and leaders.Oracle also hosts Design Tech High Scho

225、ol,a public charter school,at our Redwood Shores,California campus.Through our nonprofit organiza?on,Oracle Health Founda?on,we deliver pediatric grants and school-based wellness programs to create healthier tomorrows and stronger communi?es.Seasonality and CyclicalityOur quarterly revenues have his

226、torically been affected by a variety of seasonal factors,including the structure of our sales force incen?ve compensa?on plans,which are common in the IT industry.In each fiscal year,our total revenues and opera?ng margins are typically highest in our fourth fiscal quarter and lowest in our first fi

227、scal quarter.See“Cloud and License Business”in Item 7 of this Annual Report for more informa?on regarding the seasonality and cyclicality of the revenues,expenses and margins of our cloud and license business,which is our largest business.Compe?onWe face intense compe?on in all aspects of our busine

228、ss.The nature of the IT industry creates a compe?ve landscape that is constantly evolving as firms emerge,expand or are acquired,as technology evolves and as customer demands and compe?ve pressures otherwise change.Our customers are demanding less complexity and lower total cost in the implementa?on

229、,sourcing,integra?on and ongoing maintenance of their IT environments.Our enterprise cloud,license and hardware offerings compete directly with certain offerings from some of the largest and most compe?ve companies in the world,including Adobe Systems Incorporated,Alphabet Inc.,A,Inc.,Cisco Systems,

230、Inc.,Intel Corpora?on,Interna?onal Business Machines Corpora?on,Microso?Corpora?on,Salesforce,Inc.and SAP SE,as well as other companies like Hewle?-Packard Enterprise and Workday,Inc.In addi?on,due to the low barriers to entry in many of our market segments,new technologies and new and growing compe

231、?tors frequently emerge to challenge our offerings.Our compe?tors range from companies offering broad IT solu?ons across many of our lines of business to vendors providing point solu?ons,or offerings focused on a specific func?onality,product area or industry.In addi?on,as we expand into new market

232、segments,we face increased compe?on as we compete with exis?ng compe?tors,as well as firms that may be partners in other areas of our business and other firms with whom we have not previously competed.For example,following our acquisi?on of Cerner Corpora?on(Cerner),we also face compe?on from large

233、healthcare IT providers such as Allscripts Healthcare Solu?ons,Inc.,Arcadia Solu?ons,athenahealth,Inc.,Epic Systems Corpora?on and InterSystems Corpora?on,among others.Moreover,we or our compe?tors may take certain strategic ac?onsincluding acquisi?ons,partnerships and joint ventures or reposi?oning

234、 of product lineswhich invite even greater compe?on in one or more product offering categories.Key compe?ve factors in each of the segments in which we currently compete and may compete in the future include:total cost of ownership,performance,scalability,reliability,security,func?onality,efficiency

235、,ease of use,speed to produc?on and quality of technical support.Our products and services sales and the rela?ve strength of our products and services versus those of our compe?tors are also directly and indirectly affected by the following,among other factors:16Table of ContentsIndex to Financial S

236、tatements market adop?on of cloud-based IT offerings,including SaaS and cloud infrastructure offerings;the ease of deployment,use,transac?ng for and maintenance of our products and services offerings;compa?bility between Oracle products and services deployed within local IT environments and public c

237、loud IT environments,including our Oracle Cloud environments;the adop?on of commodity servers and microprocessors;the broader“pla?orm”compe?on between our industry standard Java technology pla?orm and the.NET programming environment of Microso?;opera?ng system compe?on among our Oracle Solaris and L

238、inux opera?ng systems,with alterna?ves including Microso?s Windows Server and other UNIX and Linux opera?ng systems;the adop?on of open source alterna?ves to commercial so?ware by enterprise so?ware customers;products,features and func?onality developed internally by customers and their IT staff;pro

239、ducts,features and func?onality customized and implemented for customers by consultants,systems integrators or other third par?es;andthe a?rac?veness of offerings from business processing outsourcers.For more informa?on about the compe?ve risks we face,refer to Item 1A Risk Factors included elsewher

240、e in this Annual Report.Governmental Regula?onWe operate globally and are subject to numerous U.S.federal,state and foreign laws and regula?ons covering a wide variety of subject ma?ers.For informa?on about governmental regula?ons applicable to our business,refer to Item 1A Risk Factors included els

241、ewhere in this Annual Report.Available Informa?onOur Annual Reports on Form 10-K,Quarterly Reports on Form 10-Q,Current Reports on Form 8-K and amendments to those reports filed pursuant to Sec?ons 13(a)and 15(d)of the Exchange Act are available,free of charge,on the SEC website at www.sec.gov and o

242、ur Investor Rela?ons website at as soon as reasonably prac?cable a?er we electronically file such materials with,or furnish them to,the SEC.We use our Investor Rela?ons website as a means of disclosing material non-public informa?on.Accordingly,investors should monitor our Investor Rela?ons website,

243、in addi?on to following our press releases,SEC filings and public conference calls and webcasts.In addi?on,informa?on regarding our environmental policy and global sustainability ini?a?ves and solu?ons are also available on our website at informa?on posted on or accessible through our website is not

244、 incorporated into this Annual Report.The references to our websites are intended to be inac?ve textual references only.Informa?on About Our Execu?ve OfficersOur execu?ve officers are listed below:Name Office(s)Lawrence J.Ellison Chairman of the Board of Directors and Chief Technology OfficerSafra A

245、.Catz Chief Execu?ve Officer and DirectorJeffrey O.Henley Vice Chairman of the Board of DirectorsEdward Screven Execu?ve Vice President,Chief Corporate ArchitectStuart Levey Execu?ve Vice President,Chief Legal OfficerMaria Smith Execu?ve Vice President,Chief Accoun?ng OfficerMr.Ellison,79,has been o

246、ur Chairman of the Board of Directors and Chief Technology Officer since September 2014.He served as our Chief Execu?ve Officer from June 1977,when he founded Oracle,un?l September 2014.He has 17Table of ContentsIndex to Financial Statements served as a Director since June 1977.He previously served

247、as our Chairman of the Board of Directors from May 1995 to January 2004.Ms.Catz,62,has been our Chief Execu?ve Officer since September 2014.She served as our President from January 2004 to September 2014,our Chief Financial Officer most recently from April 2011 un?l September 2014 and a Director sin

248、ce October 2001.She was previously our Chief Financial Officer from November 2005 un?l September 2008 and our Interim Chief Financial Officer from April 2005 un?l July 2005.Prior to being named our President,she held various other posi?ons with us since joining Oracle in 1999.She currently serves as

249、 a director of The Walt Disney Company.Mr.Henley,79,has served as our Vice Chairman of the Board of Directors since September 2014.He previously served as our Chairman of the Board of Directors from January 2004 to September 2014 and has served as a Director since June 1995.He served as our Execu?ve

250、 Vice President and Chief Financial Officer from March 1991 to July 2004.Mr.Screven,59,has been our Execu?ve Vice President,Chief Corporate Architect since May 2015.He served as our Senior Vice President,Chief Corporate Architect from November 2006 to April 2015 and as Vice President,Chief Corporate

251、 Architect from January 2003 to November 2006.He held various other posi?ons with us since joining Oracle in 1986.Mr.Levey,61,has been our Execu?ve Vice President,Chief Legal Officer since October 2022.Prior to joining Oracle,Mr.Levey served as Chief Execu?ve Officer of Diem Associa?on from August 2

252、020 un?l June 2022,and as Chief Legal Officer of HSBC Holdings,plc from January 2012 to August 2020.Ms.Smith,58,has been our Execu?ve Vice President,Chief Accoun?ng Officer since December 2022.She served as our Senior Vice President,Corporate Controller from December 2020 to December 2022,as our Sen

253、ior Vice President,Assistant Corporate Controller from September 2017 to December 2020,and as our Vice President,Global Controllers Organiza?on and Mergers and Acquisi?ons from November 2012 to September 2017.She held various other posi?ons with us since joining Oracle in 1999.18Table of ContentsInd

254、ex to Financial Statements Item 1A.Risk FactorsWe operate in rapidly changing economic and technological environments that present numerous risks,many of which are driven by factors that we cannot control or predict.The following discussion,as well as our discussion in Item 7 Managements Discussion

255、and Analysis of Financial Condi?on and Results of Opera?ons,highlights some of these risks.The risks described below are not exhaus?ve and you should carefully consider these risks and uncertain?es before inves?ng in our securi?es.Business and Opera?onal RisksWe may be unsuccessful in developing and

256、 selling new products and services,integra?ng acquired products and services and enhancing our exis?ng products and services.Our industry is characterized by rapid technological advances,intense compe?on,changing delivery models,evolving standards in communica?ons infrastructure,increasingly sophis?

257、cated customer needs and frequent new product introduc?ons and enhancements.We have con?nued to refresh and release new offerings of our cloud products and services,but if we are unable to develop new or sufficiently differen?ated products and services,enhance and improve our product offerings and s

258、upport services in a?mely manner or posi?on and price our products and services to meet demand,customers may not purchase or subscribe to our license,hardware or cloud offerings or renew license support,hardware support or cloud subscrip?ons contracts.Renewals of these contracts are important to our

259、 future success.In addi?on,we cannot provide any assurance that the standards on which we choose to develop new products will allow us to compete effec?vely for business opportuni?es in emerging areas.In addi?on,our business may be adversely affected if:we do not con?nue to develop and release new o

260、r enhanced products and services within the an?cipated?me frames;infrastructure costs to deliver new or enhanced products and services take longer or result in greater costs than an?cipated;we are unable to increase our exis?ng data center capacity or establish data centers in new geographic loca?on

261、s in a?mely manner to meet current or expected customer demand;we fail to meet our contractual service level commitments;there is a delay in market acceptance of and difficulty in transi?oning new and exis?ng customers to new,enhanced or acquired product lines or services;sanc?ons,export controls or

262、 other regulatory,legisla?ve or other barriers prevent us from serving certain customers or restrict our customers from opera?ng in specific jurisdic?ons;there are changes in IT trends that we do not adequately an?cipate or?mely address with our product development efforts;we do not op?mize compleme

263、ntary product lines and services in a?mely manner;orwe fail to adequately integrate,support or enhance acquired product lines or services.In addi?on,our profitability and revenues could be adversely impacted if we lose one or more of our key customers for any reason,including as a result of any of t

264、he factors discussed above.Any such loss could also limit or reduce our growth in future periods.Our AI products may not operate as an?cipated,which could adversely affect our reputa?on,revenues and profitability.Machine learning and AI,including genera?ve AI,are increasingly driving innova?ons in t

265、echnology,and AI technology and services are highly compe?ve and rapidly evolving.We have invested,and expect to con?nue to invest,significant resources to build and support our AI products,and if our AI products fail to operate as an?cipated or as well as compe?ng products or otherwise do not meet

266、customer needs or if our compe?tors AI products achieve higher market acceptance than ours,we may fail to recoup our investments in AI and our business and reputa?on may be harmed.In addi?on,AI technologies are rapidly evolving and present emerging legal and ethical issues,including claims of bias,d

267、iscrimina?on,a perceived lack of transparency,as well as some?mes unpredictable behaviors or improper use of copyrighted or other protected material,such as personal and pa?ent health informa?on,any of which could expose us or our customers to reputa?onal or legal risk and inhibit adop?on of our AI

268、products.Regulatory uncertainty,including the lack of comprehensive federal legisla?on,a patchwork of exis?ng and proposed frameworks,and emerging regulatory ini?a?ves,may expose us to compliance challenges and 19Table of ContentsIndex to Financial Statements uncertain?es.Our failure to adapt to the

269、se changes could result in legal and reputa?onal consequences including,but not limited to,being required to adjust or limit our product offerings or our use of AI in certain jurisdic?ons to comply with new and evolving AI laws and regula?ons.If we do not successfully execute our Oracle Cloud strate

270、gy,including our offerings of Oracle Cloud Services,our revenues and profitability may decline.We provide our cloud and other offerings to customers worldwide via a variety of deployment models,including via our cloud-based SaaS and OCI offerings.As these business models con?nue to evolve,we may not

271、 be able to compete effec?vely,generate significant revenues or maintain the profitability of our cloud offerings.Addi?onally,the increasing prevalence of various cloud offering models by us and our compe?tors may unfavorably impact the pricing of our cloud and license offerings.If we do not success

272、fully execute our cloud compu?ng strategy or an?cipate the cloud compu?ng needs of our customers,our reputa?on as a cloud services provider could be harmed and our revenues and profitability could decline.As customer demand for our cloud offerings increases,we experience vola?lity in our reported re

273、venues and opera?ng results due to the differences in?ming of revenue recogni?on between our cloud license and on-premise license,and hardware product arrangements rela?ve to our cloud offering arrangements.Customers predominantly purchase our cloud offerings on a subscrip?on basis,and revenues from

274、 these offerings are generally recognized ratably or as services are consumed over the terms of the subscrip?ons.Consequently,any deteriora?on in sales ac?vity associated with our cloud offerings may not be immediately observable in our consolidated statement of opera?ons.This is in contrast to reve

275、nues associated with our license and hardware product arrangements,which are generally recognized in full at the?me of delivery of the related licenses and hardware products.In addi?on,we may not be able to accurately an?cipate customer transi?ons from or be able to sufficiently backfill reduced cus

276、tomer demand for our license,hardware and support offerings rela?ve to the expected increase in customer adop?on of and demand for our Oracle Cloud Services,which could adversely affect our revenues and profitability.If we are unable to secure data center capacity at affordable rates or do not accur

277、ately plan for our infrastructure capacity requirements,our profitability may decline.As a part of our Oracle Cloud strategy,we plan our investment levels based on es?mates of future revenues and future an?cipated rates of growth.In recent periods,our cloud services and license support expenses have

278、 grown to meet current and expected demand for our cloud offerings,including investments to increase our exis?ng data center capacity and to establish data centers in new geographic loca?ons.In connec?on with these investments,we entered,and expect to con?nue to enter,into long-term opera?ng lease c

279、ommitments with third-party data center providers that generally require us to pay significant contract termina?on fees to early exit such obliga?ons should our strategies change,which could adversely impact our profitability and cash flows.Data centers in geographies that we rely on may also be una

280、vailable on commercially reasonable terms or at all.Moreover,we do not control the opera?on of these third-party data centers,and they may suffer interrup?ons in service from events beyond our control,including from acts of government,natural events,power loss,break-ins or misconduct by those third

281、par?es.In addi?on,we rely on third-party suppliers to provide equipment and components required to ou?it these data centers on a?mely basis.Ongoing or future delays could cause the loss of addi?onal sales,delay our revenue recogni?on or increase our costs,all of which could adversely affect the marg

282、ins of our business.We typically depreciate these assets over their es?mated useful lives,which could be shortened should our cloud strategies change,which could adversely affect our profitability.Our products and services may not func?on properly if we experience significant coding,manufacturing or

283、 configura?on errors in our cloud,license and hardware offerings.Despite tes?ng prior to the release and throughout the lifecycle of a product or service,our cloud,license and hardware offerings some?mes contain coding,manufacturing or configura?on errors that can impact their func?on,performance an

284、d security,and result in other nega?ve consequences.The detec?on and correc?on of any errors in released cloud,license or hardware offerings can be?me consuming and costly.Errors in our cloud,license or hardware offerings,or errors embedded in third-party so?ware products or services incorporated in

285、to our own products,could affect their ability to properly func?on,integrate or operate with other cloud,license or hardware offerings,could result in service interrup?ons,delays or outages of our cloud offerings,could create security vulnerabili?es in our products or services,could delay the develo

286、pment or release of new products or services or new versions of products or services,and could adversely affect market acceptance of our products or services.If we experience any of these errors,or if there are delays in releasing our cloud,license or hardware offerings or new versions of these offe

287、rings,our sales could be affected and revenues could decline.In addi?on,we run Oracles business opera?ons as well as cloud and other services that we offer to our customers on our products and networks.Therefore,any flaws could affect our and our customers 20Table of ContentsIndex to Financial State

288、ments abili?es to conduct business opera?ons and to ensure accuracy in financial processes and repor?ng,and may result in unan?cipated costs and interrup?ons.Enterprise customers rely on our cloud,license and hardware offerings and related services to run their businesses,and errors in our cloud,lic

289、ense and hardware offerings and related services could expose us to product liability,performance and warranty claims as well as significant harm to our brand and reputa?on,which could impact our future sales.If we are unable to compete effec?vely,the results of opera?ons and prospects for our busin

290、ess could be harmed.We face intense compe?on in all aspects of our business.The nature of the IT industry creates a compe?ve landscape that is constantly evolving as firms emerge,expand or are acquired,as technology evolves and as delivery models change.Our enterprise cloud,license and hardware offe

291、rings compete directly with certain offerings from some of the largest and most compe?ve companies in the world.In addi?on,due to the low barriers to entry in many of our market segments,new technologies and new and growing compe?tors frequently emerge to challenge our offerings.We believe many vend

292、ors spend amounts in excess of what Oracle spends to develop and market applica?ons and infrastructure technologies including databases,middleware products,applica?on development tools,business applica?ons,collabora?on products and business intelligence,compute,storage and networking products,among

293、others,which compete with Oracle applica?ons and infrastructure offerings.In addi?on,use of our compe?tors technologies can influence a customers purchasing decision or create an environment that makes it less efficient to u?lize or migrate to Oracle products and services.For example,we offer our cu

294、stomers mul?cloud services whereby our customers can combine cloud services from mul?ple clouds with the goal of op?mizing cost,func?onality and performance.OCIs mul?cloud services work with a number of our compe?tors products,including Microso?Azure,Amazon Web Services and Google Cloud Pla?orm.This

295、 mul?cloud strategy could lead our customers to migrate away from our cloud offerings to our compe?tors products or limit their purchases of addi?onal Oracle products,either of which could adversely affect our revenues and profitability.Our compe?tors may also adopt business prac?ces that provide cu

296、stomers access to compe?ng products and services on terms that we may not generally find acceptable,which may convince customers to purchase compe?tor products and services.We could lose customers if our compe?tors introduce new compe?ve products,add new func?onality,acquire compe?ve products,reduce

297、 prices,be?er execute on their sales and marke?ng strategies,offer more flexible business prac?ces,provide debt or equity financing to customers or form strategic alliances with other companies.Mergers,consolida?ons or alliances among our compe?tors,or acquisi?ons of our compe?tors by large companie

298、s may result in increased compe?on.If our compe?tors offer deep discounts on certain products or services or develop products that the marketplace considers more valuable,we may need to lower prices,introduce pricing models and offerings or offer other terms that are less favorable to us to compete

299、successfully.Any such changes may reduce revenues and margins and could adversely affect opera?ng results.Addi?onally,the increasing prevalence of cloud delivery models offered by us and our compe?tors may unfavorably impact the pricing of our other cloud and license,hardware and services offerings,

300、and we may also incur increased cloud delivery expenses as we expand our cloud opera?ons and update our infrastructure,all of which could reduce our revenues and profitability.Our license support fees and hardware support fees are generally priced as a percentage of our net license fees and net new

301、hardware products fees,respec?vely.Our compe?tors may offer lower pricing on their support offerings,which could put pressure on us to further discount our offerings.If we do not adapt our pricing models to reflect changes in customer use of our products,changes in customer demand or increased compe

302、?on,our revenues could decrease.Any failure to offer high-quality technical support services may adversely affect our rela?onships with our customers and our financial results.Our customers depend on our support organiza?on to resolve technical issues rela?ng to our applica?ons and infrastructure of

303、ferings.We may be unable to respond quickly enough to accommodate short-term increases in customer demand for support services or may be inefficient in our resolu?on of customer support issues.Increased customer demand for these services,without corresponding revenues,could increase costs and advers

304、ely affect our opera?ng results.Any failure to maintain high-quality technical support,or a market percep?on that we do not maintain high-quality technical support,could adversely affect our reputa?on,our ability to sell and renew our applica?ons and infrastructure offerings to exis?ng and prospec?v

305、e customers,and our business,opera?ng results,and financial posi?on.We may not receive significant revenues from our current research and development efforts for several years,if at all.Developing our various product offerings is expensive and the investment in the development of these 21Table of Co

306、ntentsIndex to Financial Statements offerings o?en involves a long return on investment cycle.An important element of our corporate strategy is to con?nue to dedicate a significant amount of resources to research and development and related product and service opportuni?es,both through internal inve

307、stments and the acquisi?on of intellectual property from acquired companies.Accelerated product and service introduc?ons and short lifecycles require high levels of expenditures for research and development that could adversely affect our opera?ng results if not offset by revenue increases.We believ

308、e that we must con?nue to dedicate a significant amount of resources to our research and development efforts to maintain our compe?ve posi?on.However,we do not expect to receive significant revenues from these investments for several years,if at all.Our cloud offerings and hardware offerings are com

309、plex,and if we cannot successfully manage this complexity,including the sourcing of technologies and components,the results of these businesses will suffer.We depend on suppliers to develop,manufacture and deliver on a?mely basis the necessary technologies and components for our hardware products th

310、at we market and sell to our customers and that we use as a part of our cloud infrastructure to deliver our cloud offerings,and there are some technologies and components that can only be purchased from a single vendor due to price,quality,technology,availability or other business constraints.Our su

311、pply chain opera?ons are affected by industry consolida?on and component constraints or shortages,natural disasters,poli?cal unrest(such as the tensions between China and Taiwan),public health crises,changes to trade laws or regula?ons,port stoppages,shipping interrup?ons or other transporta?on disr

312、up?ons or slowdowns,and other factors affec?ng the countries or regions where these single source component vendors are located or where the products are being shipped.If disrup?on caused by one or more of the risks described above occurs,our cloud and license business and hardware business and rela

313、ted opera?ng results could be materially and adversely affected.Supply chain shortages have in some instances resulted in increases to the costs of produc?on of our hardware products that we may not be able to pass on to our customers.In addi?on,we have in some instances responded to such shortages

314、by commi?ng to higher purchases and balances of hardware products that we market and sell to our customers and that we use as a part of our cloud infrastructure to deliver our cloud offerings,rela?ve to our historical posi?ons.While this permits us to secure manufacturing capacity,it has increased e

315、xcess and obsolescence risk of such hardware products and could adversely impact our profitability and cash flows.We expect these factors will con?nue to impact us in the future.We outsource most of our manufacturing,assembly,delivery and technology of,and certain component designs for,our hardware

316、products to a variety of companies,many of which are located outside the U.S.From?me to?me,these partners experience produc?on problems,delays or cannot meet our demand for products.Ongoing or future delays in manufacturing could cause the loss of addi?onal sales,delayed revenue recogni?on or an inc

317、rease in our hardware products expenses,all of which could adversely affect the margins of our cloud and license business and hardware business.These challenges could arise if we alter our manufacturing strategies,suppliers,or loca?ons.Our periodic workforce restructurings and reorganiza?ons can be

318、disrup?ve.We periodically restructure or make other adjustments to our workforce in response to management changes,product changes,performance issues,changes in strategies,acquisi?ons and other internal and external considera?ons.These types of restructurings have resulted,and may in the future resu

319、lt,in increased restructuring costs and temporary reduced produc?vity while employees adjust to the restructuring.These types of restructurings may also lead to a shortage of sufficiently skilled employees in certain roles.In addi?on,we may not achieve or sustain the expected growth,resource redeplo

320、yment or cost savings benefits of these restructurings,or may not do so within the expected?meframe.These effects could recur in connec?on with future acquisi?ons and other restructurings,and our revenues and other results of opera?ons could be nega?vely affected.We may lose key employees or may be

321、unable to hire enough qualified employees.We rely on hiring qualified employees and the con?nued service of our senior management,including our Chairman of the Board of Directors,Chief Technology Officer and founder;our Chief Execu?ve Officer;other members of our execu?ve team;and other key employee

322、s.In the technology industry,there is substan?al and con?nuous compe?on for highly skilled business,product development and technical personnel,par?cularly in the AI field.Hiring freezes or slowdowns may result in decreased produc?vity while exis?ng employees take on addi?onal roles and responsibili

323、?es,and may also lead to a shortage of sufficiently skilled employees in certain roles.We may also experience increased compensa?on costs that are not offset by either improved produc?vity or higher sales.We may not be successful in recrui?ng new personnel and in retaining and mo?va?ng exis?ng perso

324、nnel.With 22Table of ContentsIndex to Financial Statements rare excep?ons,we do not have long-term employment or non-compe?on agreements with our employees.Members of our senior management team have le?Oracle over the years for a variety of reasons,and any future departures may be disrup?ve to our o

325、pera?ons.We con?nually focus on improving our cost structure by hiring personnel in countries where advanced technical and other exper?se are available at lower costs.When we make adjustments to our workforce,we may incur expenses associated with workforce reduc?ons that delay the benefit of a more

326、efficient workforce structure.We are experiencing increased compe?on for employees in these countries as the trend toward globaliza?on con?nues,which has affected our employee reten?on efforts and increased our expenses in an effort to offer a compe?ve compensa?on program.In addi?on,changes to immig

327、ra?on and labor law policies may adversely impact our access to technical and professional talent.Our general compensa?on program includes restricted stock units(RSUs)and performance-based equity,which are important tools in a?rac?ng and retaining employees in our industry.If our stock price perform

328、s poorly,it may adversely affect our ability to retain or a?ract employees.We con?nually evaluate our compensa?on prac?ces and consider changes from?me to?me,which may have an impact on our ability to retain employees and the amount of stock-based compensa?on expense that we record.Any changes in ou

329、r compensa?on prac?ces or those of our compe?tors could affect our ability to retain and mo?vate exis?ng personnel and recruit new personnel.There are risks associated with our cloud and license and hardware indirect sales channels which could affect our future opera?ng results.Our cloud and license

330、 and hardware indirect channel networks are comprised primarily of resellers,system integrators/implementers,consultants,educa?on providers,internet service providers,network integrators and ISVs.Our rela?onships with these channel par?cipants are important elements of our cloud,so?ware and hardware

331、 marke?ng and sales efforts.Our financial results could be adversely affected if:our contracts with channel par?cipants were terminated or our rela?onships with channel par?cipants were to deteriorate;any of our compe?tors enter into strategic rela?onships with or acquire a significant channel par?c

332、ipant;the financial condi?on or opera?ons of our channel par?cipants were to weaken;or the level of demand for our channel par?cipants products and services were to decrease.There can be no assurance that we will be successful in maintaining,expanding or developing our rela?onships with channel par?

333、cipants.If we are not successful,we may lose sales opportuni?es,customers and revenues.In addi?on,we do not control channel par?cipants,some of which operate in jurisdic?ons with high levels of corrup?on,and our compliance policies and procedures may fail to prevent or detect viola?ons of an?-corrup?on or other laws for which we may be held responsible.Acquisi?ons present many risks and we may not