11-K 1 orcl-11k_20201231.htm 11-K orcl-11k_20201231.htm

Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 11-K

 

(Mark One)

 

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended December 31, 2020

 

OR

 

TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  

 

For the transition period from                     to                     

 

Commission file number 001-35992

 

A.

Full title of the plan and the address of the plan, if different from that of the issuer named below:

 

ORACLE CORPORATION

401(k) SAVINGS AND INVESTMENT PLAN

 

B.

Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

 

ORACLE CORPORATION

2300 Oracle Way

Austin, Texas 78741

 

 


Table of Contents

 

 

Oracle Corporation

401(k) Savings and Investment Plan

Financial Statements and Supplemental Schedule

 

 

Table of Contents

 

 

 

 

 

 


Table of Contents

 

 

Report of Independent Registered Public Accounting Firm

 

To the participants and Plan Committee of the Oracle Corporation 401(k) Savings and Investment Plan

 

Opinion on the Financial Statements

 

We have audited the accompanying statements of net assets available for benefits of Oracle Corporation 401(k) Savings and Investment Plan (the Plan) as of December 31, 2020 and 2019, and the related statement of changes in net assets available for benefits for the year ended December 31, 2020, and the related notes and schedule (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of Oracle Corporation 401(k) Savings and Investment Plan as of December 31, 2020 and 2019, and the changes in net assets available for benefits for the year ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to Oracle Corporation 401(k) Savings and Investment Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Oracle Corporation 401(k) Savings and Investment Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purposes of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Supplemental Information

 

The supplemental information in the accompanying schedule of assets (held at end of year) as of December 31, 2020 has been subjected to audit procedures performed in conjunction with the audit of Oracle Corporation 401(k) Savings and Investment Plan’s financial statements. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information in the accompanying schedule, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information in the accompanying schedule is fairly stated, in all material respects, in relation to the financial statements as a whole.

 

 

/s/ SENSIBA SAN FILIPPO LLP

 

We have served as Oracle Corporation 401(k) Savings and Investment Plan’s auditor since 2004.

 

San Mateo, California

May 14, 2021


1


Table of Contents

 

Oracle Corporation

401(k) Savings and Investment Plan

Statements of Net Assets Available for Benefits

As of December 31, 2020 and 2019

 

 

 

 

December 31,

 

(in thousands)

 

2020

 

 

2019

 

Assets

 

 

 

 

 

 

 

 

Cash

 

$

689

 

 

$

872

 

Investments, at fair value

 

 

19,355,861

 

 

 

16,472,327

 

Investments, at contract value

 

 

1,073,016

 

 

 

895,422

 

Receivables:

 

 

 

 

 

 

 

 

Notes receivable from participants

 

 

74,539

 

 

 

83,144

 

Participant contributions

 

 

15,167

 

 

 

14,444

 

Employer contributions

 

 

4,370

 

 

 

4,463

 

Other receivables

 

 

9,598

 

 

 

16,803

 

Total receivables

 

 

103,674

 

 

 

118,854

 

Total assets

 

 

20,533,240

 

 

 

17,487,475

 

Liabilities

 

 

 

 

 

 

 

 

Excess deferrals due to participants

 

 

223

 

 

 

177

 

Other liabilities

 

 

5,754

 

 

 

12,473

 

Total liabilities

 

 

5,977

 

 

 

12,650

 

Net assets available for benefits

 

$

20,527,263

 

 

$

17,474,825

 

 

 

See notes to financial statements.

2


Table of Contents

 

Oracle Corporation

401(k) Savings and Investment Plan

Statement of Changes in Net Assets Available for Benefits

For the Year Ended December 31, 2020

 

 

(in thousands)

 

 

 

 

Additions

 

 

 

 

Interest, dividends and other income

 

$

178,731

 

Net appreciation in fair values of investments

 

 

3,392,966

 

Total investment gains, net

 

 

3,571,697

 

Contributions and other:

 

 

 

 

Participants

 

 

624,866

 

Employer

 

 

149,474

 

Rollovers and other

 

 

76,449

 

Total contributions and other

 

 

850,789

 

Total additions, net

 

 

4,422,486

 

Deductions

 

 

 

 

Benefits paid to participants

 

 

1,367,508

 

Administrative expenses

 

 

2,540

 

Total deductions

 

 

1,370,048

 

Net increase

 

 

3,052,438

 

Net assets available for benefits at beginning of year

 

 

17,474,825

 

Net assets available for benefits at end of year

 

$

20,527,263

 

 

 

See notes to financial statements.

 

 

3


Table of Contents

 

 

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements

December 31, 2020

1.

DESCRIPTION OF THE PLAN

The following description of the Oracle Corporation 401(k) Savings and Investment Plan (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

 

General

The Plan is a defined contribution plan originally established in 1986 that has since been amended and for which Oracle Corporation (Oracle) is the current sponsor. The Plan was established for the purpose of providing retirement benefits for the U.S. employees of Oracle and its subsidiaries. The Plan is intended to qualify as a profit sharing plan under Section 401(a) of the Internal Revenue Code of 1986, as amended (the Code), with a salary reduction feature qualified under Section 401(k) of the Code. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). The Plan is administered by the 401(k) Committee, members of which are appointed by the Compensation Committee of Oracle’s Board of Directors or the Executive Vice President, Human Resources. Fidelity Management Trust Company is the directed trustee of the Plan; Fidelity Investments Institutional Operations Company, Inc. (Fidelity) serves as the record keeper to maintain the individual accounts of each of the Plan’s participants.

 

Eligibility

All employees regularly scheduled to work a minimum of 20 hours per week or 1,000 hours in a Plan year on the domestic payroll of Oracle and its subsidiaries that have adopted the Plan are eligible to participate in the Plan as of the first date, or any succeeding entry date following the date the employee is credited with one hour of service with Oracle. However, the following employees or classes of employees are not eligible to participate: (i) employees whose compensation and conditions of employment are subject to determination by collective bargaining; (ii) employees who are non-resident aliens and who received no earned income (within the meaning of the Code) from Oracle; (iii) workers who are performing services at an Oracle facility as an employee of a third-party entity that is not an employment agency; (iv) employees of employment agencies; and (v) persons who are not classified as employees for tax purposes.

 

Contributions

Each year, participants may contribute up to 40% of their eligible compensation as defined by the Plan document. Annual participant contribution amounts are limited to $19,500 of salary deferrals for the year ended December 31, 2020 ($26,000 for participants 50 years old and older), as determined by the Internal Revenue Service (IRS). Salary deferrals consist of pre-tax and/or Roth 401(k) contributions. Participants may also contribute up to 20% of their eligible compensation, subject to certain annual dollar limitations, on a post-tax basis.

Oracle matches 50% of an active participant’s salary deferrals up to a maximum deferral of 6% of compensation for the pay period, with maximum aggregate matching of $5,100 in any calendar year. Oracle has the right, under the Plan, to discontinue or modify its matching contributions at any time. Participants may also contribute amounts representing distributions from other qualified plans. All of Oracle’s matching contributions are made in cash on a pre-tax basis.

 

Investment Options

Participants direct the investment of their contributions and Oracle’s matching contributions into various investment options offered by the Plan. The Plan currently offers investments in Oracle’s common stock, common/collective trust funds, mutual funds, separately managed account funds (including a stable value fund) and Brokerage Link. Brokerage Link balances consist of the mutual funds offered by the Plan, as well as mutual funds offered by other registered investment companies, common stock or other investment products.

 

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Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2020

 

Participant Accounts

Each participant’s account is credited with the participant’s and Oracle’s contributions and allocations of Plan earnings. All amounts in participant accounts are participant directed.

 

Vesting

All elective contributions made by participants and earnings on those contributions are 100% vested at all times. Participants’ vesting in Oracle’s matching contributions is based on years of service. Participants are 25% vested after one year of service and vest an additional 25% on each successive service anniversary date, becoming 100% vested after four years of service.

Participants forfeit the nonvested portion of their accounts in the Plan upon termination of employment with Oracle. Forfeited balances of terminated participants’ nonvested accounts may be used at Oracle’s discretion, as outlined in the Plan, to reduce its matching contribution obligations. During the year ended December 31, 2020, Oracle used approximately $7,300,000 of forfeited balances to reduce its matching contribution obligations. The amounts of unallocated forfeitures at December 31, 2020 and 2019 were approximately $848,000 and $633,000, respectively.

 

Notes Receivable from Participants

Participants may borrow from their fund accounts a minimum of $1,000 and up to a maximum of $50,000 or 50% of their vested account balance, whichever is less. Loan terms may not exceed five years unless the loan is used to purchase a participant’s principal residence, in which case repayment terms may not exceed 10 years. The loans are secured by the balance in the participant’s account and bear interest at a rate commensurate with local prevailing lending rates determined by the 401(k) Committee. Principal and interest is paid ratably through payroll deductions, and participants may elect to submit additional payments outside of payroll deductions in order to reduce principal loan balances on an accelerated basis. Loans are generally due in full within 90 days of termination with Oracle unless the participant arranges for loan repayments to continue via monthly debit from a checking or savings account in a bank located in the United States.

Payment of Benefits

Upon termination of service, death, disability, or normal or early retirement, participants may elect to receive a lump-sum amount equal to the vested value of their account or may waive receipt of a lump sum benefit and elect to receive monthly, quarterly or annual installments, a partial distribution, or may request a rollover from the Plan to another eligible retirement plan. Failure of a participant to make an election of one of these options within 60 days is deemed to be an election to defer commencement of payment. If the participant’s account is valued at $1,000 or less, the amount is distributed in a lump sum. Distributions of investments in Oracle’s common stock may be taken in the form of common stock. Hardship withdrawals are permitted if certain criteria are met.

 

Investment Management Fees and Operating Expenses

Investment management fees and operating expenses charged to the Plan for investments in the various funds are deducted from income earned on a daily basis and are reflected as a component of net appreciation in fair values of investments.

 

Administrative Expenses

Administrative expenses are borne by Oracle, except for fees related to administration of participant loans and certain withdrawal transactions, which are deducted from the applicable participant’s accounts. Oracle, at its discretion, may also choose to utilize forfeited balances of terminated participants’ nonvested accounts to pay for reasonable expenses related to the administration of the Plan. Revenue credits generated by the Plan for certain investment fund options are reallocated back to those Plan participants who invested in those fund options.

 

5


Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2020

 

Plan Termination

Although it has not expressed any intent to do so, Oracle has the right, under provisions of the Plan, to terminate the Plan, subject to the provisions of ERISA. In the event of the Plan’s termination, participants will become 100% vested in their accounts.

 

2.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting and Presentation

The accompanying financial statements of the Plan are prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States (GAAP). The preparation of financial statements in conformity with GAAP requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes and supplemental schedule. Actual results could differ from those estimates.

 

Investments Valuation and Income Recognition

The Plan’s investments are generally stated at their fair values with the exception of the Galliard Stable Value Fund (a separately-managed account fund investment), which is stated at its contract value in the statements of net assets available for benefits at December 31, 2020 and 2019. The shares of registered investment companies (mutual funds) are valued at quoted market prices of the underlying securities. The money market funds are valued at cost plus accrued interest, which approximated fair values. Common stock, including Oracle’s common stock, is traded on a national securities exchange and is valued at the last reported sales price on the last day of the Plan year. A description of the valuation techniques used to measure the fair values of the common/collective trust funds with significant balances as of December 31, 2020 are included in Note 4 below.

Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on an accrual basis. Dividends are recorded on the ex-dividend date.

The Oracle Stock Fund (the Fund) is tracked on a unitized basis, which allows for daily trades. The Fund consists of Oracle common stock and investment in the Fidelity Investments Money Market Government Portfolio sufficient to meet the Fund’s daily cash needs. The value of a unit reflects the combined market value of Oracle common stock and the cash investments held by the Fund. At December 31, 2020 and 2019, 1,577,238 units with a value of $517.36 per unit and 1,849,995 units with a value of $417.34 per unit were outstanding, respectively.

 

Fair Value Measurements

The Plan performs fair value measurements in accordance with Financial Accounting Standards Board (FASB) Accounting Standards Codification 820, Fair Value Measurement (ASC 820). Refer to Note 3 for the fair value measurement disclosures associated with the Plan’s investments.

 

Risks and Uncertainties

The Plan provided for various investment options in common stock, registered investment companies (mutual funds), common/collective trusts, separately-managed account funds (including a stable value fund) and short-term investments. The Plan’s exposure to credit losses in the event of nonperformance of investments is limited to the carrying value of such investments. Investment securities, in general, are exposed to various risks, such as risk of foreign currency fluctuations relative to the U.S. Dollar, interest rate risk, credit risk, issuer going concern risk, and overall market volatility risk, among others. During the year ended December 31, 2020, net appreciation in fair values of investments totaled $3.4 billion. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statements of net assets available for benefits, participant account balances and the statement of changes in net assets available for benefits.

 

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Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2020

 

 

3.

FAIR VALUE MEASUREMENTS

The Plan performs fair value measurements in accordance with FASB ASC 820. ASC 820 defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at their fair values, the Plan considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the assets or liabilities, such as inherent risk, transfer restrictions, and risk of nonperformance.

ASC 820 establishes a fair value hierarchy that requires the Plan to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. An asset’s or a liability’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 establishes three levels of inputs that may be used to measure fair value:

 

Level 1:  quoted prices in active markets for identical assets or liabilities;

 

Level 2:  inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or

 

Level 3:  unobservable inputs that are supported by little or no market activity and that are significant to the fair values of the assets or liabilities.

 

Investments Measured at Fair Value on a Recurring Basis

Investments measured at fair value on a recurring basis consisted of the following types of instruments (Level 1 and 2 inputs are defined above):

 

 

 

December 31, 2020

 

 

December 31, 2019

 

 

 

Fair Value Measurements

Using Input Types

 

 

 

 

 

 

Fair Value Measurements

Using Input Types

 

 

 

 

 

(in thousands)

 

Level 1

 

 

Level 2

 

 

Total

 

 

Level 1

 

 

Level 2

 

 

Total

 

Money market funds

 

$

405,116

 

 

$

 

 

$

405,116

 

 

$

282,591

 

 

$

 

 

$

282,591

 

Oracle Corporation and other common stock

 

 

2,230,731

 

 

 

 

 

 

2,230,731

 

 

 

1,853,845

 

 

 

 

 

 

1,853,845

 

Mutual funds

 

 

2,905,401

 

 

 

 

 

 

2,905,401

 

 

 

2,810,128

 

 

 

 

 

 

2,810,128

 

Corporate securities and others

 

 

47,268

 

 

 

6,634

 

 

 

53,902

 

 

 

42,990

 

 

 

6,211

 

 

 

49,201

 

Total investments measured at fair value

 

$

5,588,516

 

 

$

6,634

 

 

$

5,595,150

 

 

$

4,989,554

 

 

$

6,211

 

 

$

4,995,765

 

Common/collective trust funds measured at net asset value

 

 

 

 

 

 

 

 

 

 

13,760,711

 

 

 

 

 

 

 

 

 

 

 

11,476,562

 

Total investments

 

 

 

 

 

 

 

 

 

$

19,355,861

 

 

 

 

 

 

 

 

 

 

$

16,472,327

 

 

The Plan’s valuation techniques used to measure the fair values of money market funds, common stock, mutual funds and corporate securities and others that were classified as Level 1 in the table above were derived from quoted market prices as substantially all of these instruments have active markets. Our Level 2 instruments are valued based on yields currently available on comparable securities of issuers with similar credit ratings. When quoted prices are not available for identical or similar securities, the securities are valued using a discounted cash flow approach that maximizes observable inputs, such as current yields of similar instruments, but includes adjustments for certain risks that may not be observable, such as credit and liquidity risks. A description of the valuation techniques used to measure the fair values of common/collective trust funds and separately-managed account fund investments with significant balances as of December 31, 2020 and 2019 are included in Note 4 below. Redemption for common/collective trust funds is permitted daily with no restrictions and same-day or one-day notice periods and there are no unfunded commitments.

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Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2020

 

4.

COMPOSITION AND VALUATION METHODS OF CERTAIN PLAN INVESTMENTS

Fidelity Commingled Funds

The Plan held investments in Fidelity Contrafund Commingled Pool, Fidelity Growth Company Commingled Pool and Fidelity Low-Priced Stock Commingled Pool as of December 31, 2020 and 2019 (collectively, the Fidelity Commingled Funds). The Fidelity Commingled Funds are common/collective trust funds managed by Fidelity Management Trust Company. Fidelity Fund and Investment Operations, an affiliate of Fidelity Management Trust Company, determines the fair values of the Fidelity Commingled Funds on a daily basis using the net asset value (NAV) of units held of the commingled funds. The NAV is based on the fair values of the underlying investments held by each commingled fund less its liabilities. The fair values of the underlying investments are generally derived from the quoted prices in active markets of the underlying securities as substantially all of the underlying investments have active markets.

 

Vanguard Trusts

The Plan held investments in certain Vanguard Institutional Index Trusts and certain Vanguard Target Retirement Trusts (collectively, the Vanguard Trusts), which are more specifically listed in Schedule H, Line 4(i)—Schedule of Assets (Held at End of Year), as of December 31, 2020 and 2019. The Vanguard Trusts are common/collective trust funds sponsored and maintained by Vanguard Fiduciary Trust Company. The trustee, Vanguard Fiduciary Trust Company, generally determines the fair values of the Vanguard Trusts’ units each day the New York Stock Exchange is open for trading. The underlying investments of the Vanguard Trusts are valued based on quoted market prices as substantially all of these underlying investments have active markets. The values of the Vanguard Trusts are determined based upon the values of these underlying investments held for benefit of the Vanguard Trusts less any liabilities. 

 

Galliard Stable Value Fund

During the years ended December 31, 2020 and 2019, the Plan held investments in Galliard Stable Value Fund (Galliard Fund). The Galliard Fund is exclusively managed for the Plan by Galliard Capital Management, Inc. The Galliard Fund primarily invests in security-backed investment contracts, separate accounts guaranteed investment contracts and money market funds. Security‑backed investment contracts are issued by insurance companies and other financial institutions that wrap underlying bond funds, fixed income common/collective trust funds or separate accounts (Wrap Contract).  

The issuer of the Wrap Contract provides a rate of return that has a zero percent floor and provides full benefit responsiveness, provided that all terms of the Wrap Contract have been met. Wrap Contracts are normally agreements entered with issuers rated in the top three long-term rating categories (equaling A- or above) as determined by any of the nationally recognized rating organizations in the United States. The Galliard Fund is credited with contributions from participants and earnings on the underlying investments and charged for participant withdrawals and administrative expenses.

As of December 31, 2020 and 2019, there were no reserves against the Wrap Contracts’ carrying values due to credit risks of the issuers. Certain events limit the ability of the Plan to transact at contract value with the Wrap Contract issuer. However, the Plan’s management is not aware of the occurrence or likely occurrence of any such events, which would limit the Plan's ability to transact at contract value with participants. The issuer may terminate a Wrap Contract at any time.

The following table provides the disaggregation of contract values between types of investment contracts held by the Plan:

 

 

 

December 31,

 

(in thousands)

 

2020

 

 

2019

 

Security-backed investment contracts

 

$

909,438

 

 

$

759,809

 

Separate account guaranteed investment contracts

 

 

163,578

 

 

 

135,613

 

Total investment contracts

 

$

1,073,016

 

 

$

895,422

 

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Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2020

 

5.

INCOME TAX STATUS

On October 20, 2015, the Plan received a determination letter from the IRS stating that the Plan is qualified under Section 401(a) of the Code, and therefore, the related trust is exempt from taxation. This determination letter superseded the determination letters issued by the IRS on April 3, 2015 and May 29, 2014. The 401(k) Committee believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax exempt. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress.

 

6.

PARTY-IN-INTEREST TRANSACTIONS

Transactions in shares of Oracle common stock qualify as party-in-interest transactions under the provisions of ERISA. During the year ended December 31, 2020, the Plan made purchases of approximately $40,416,000 and sales of approximately $134,206,000 of Oracle common stock. In addition, the Plan made in-kind transfers of Oracle common stock to participants, related to certain qualifying distributions, of approximately $13,978,000 during the year ended December 31, 2020.  

Certain members of Oracle Corporation management perform administrative and fiduciary duties for the Plan that qualify them as parties-in-interest and/or related parties of the Plan. Transactions between such members of Oracle Corporation management and the Plan were routine in nature and conducted pursuant to the Plan’s provisions as of and during the year ended December 31, 2020.

As described in Note 1 above, Fidelity Management Trust Company is a directed trustee of the Plan and Fidelity Investments Institutional Operations Company, Inc. serves as the record keeper to maintain the individual accounts of each Plan participant. Certain Plan investments include shares of mutual funds that are managed by affiliates of Fidelity. 

 

7.

DIFFERENCES BETWEEN FINANCIAL STATEMENTS AND FORM 5500

The following is a reconciliation of the net assets available for benefits per the financial statements to the Plan’s Form 5500:

 

 

 

December 31,

 

(in thousands)

 

2020

 

 

2019

 

Net assets available for benefits per the financial statements

 

$

20,527,263

 

 

$

17,474,825

 

Adjustment from contract value to fair value of certain Galliard Stable Value Fund assets

 

 

42,672

 

 

 

14,120

 

Amounts allocated to withdrawing participants and other

 

 

(2,374

)

 

 

(1,946

)

Net assets available for benefits per the Form 5500

 

$

20,567,561

 

 

$

17,486,999

 

 

The following is a reconciliation of the changes in net assets available for benefits per the financial statements to the Plan’s Form 5500:

 

 

 

December 31,

 

(in thousands)

 

2020

 

 

2019

 

Net increase in net assets available for benefits per the financial statements

 

$

3,052,438

 

 

$

3,128,764

 

Net change in fair value adjustment of certain Galliard Stable Value Fund assets

 

 

28,552

 

 

 

22,417

 

Net change in amounts allocated to withdrawing participants and other

 

 

(428

)

 

 

(99

)

Net income per the Form 5500

 

$

3,080,562

 

 

$

3,151,082

 

 

The fair value adjustment for certain Galliard Fund assets represented the differences between contract values of certain fully benefit-responsive contracts within the Galliard Fund as included in the statements of changes in net assets available for benefits for the years ended December 31, 2020 and 2019, and the respective fair values of these contracts as reported in the respective Form 5500. Certain investments within the Galliard Fund are presented at contract value in both the statements of changes in net assets available for benefits and the Form 5500, and therefore, do not result in a difference

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Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2020

between the Plan’s financial statements and the Form 5500. Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to each respective year-end but were not yet paid.

 

8.

EXCESS CONTRIBUTIONS

Contributions received from participants for the year ended December 31, 2020 included approximately $223,000 of excess contributions (net of corresponding gains and losses) that were remitted during January 2021 through April 2021 to certain participants. The excess deferral contributions, originally deducted in the year ended December 31, 2020, were returned to comply with the participants’ applicable maximum annual contributions permitted under the Code. The amount is included in the Plan’s statement of net assets available for benefits as excess deferrals due to participants at December 31, 2020.

 

 

 

 

10


Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

EIN 54-2185193, Plan # 001

Schedule H, Line 4(i)—Schedule of Assets (Held at End of Year)

December 31, 2020

 

 

(a)

 

(b)

Identity of Issue, Borrower,

Lessor, or Similar Party

 

(c)

Description of Investment, Including

Maturity Date, Rate of Interest,

Collateral, Par, or Maturity Value

 

(e)

Current Value

(in thousands)

 

 

 

Registered Investment Companies:

 

 

 

 

 

 

 

 

 

 

 

Dodge & Cox International Stock Fund

 

 

7,368,353

 

shares

 

$

321,997

 

 

 

Dodge & Cox Stock Fund

 

 

4,039,724

 

shares

 

 

777,889

 

*

 

Fidelity Balanced Fund—Class K

 

 

24,230,784

 

shares

 

 

685,004

 

*

 

Fidelity Worldwide Fund

 

 

9,997,080

 

shares

 

 

342,400

 

 

 

PIMCO Inflation Response Multi-Asset Fund Institutional

 

 

1,539,936

 

shares

 

 

13,629

 

 

 

 

 

 

 

 

 

 

 

2,140,919

 

 

 

Assets in Brokerage Link Accounts

 

Various investments, including registered investment companies, common stocks, money market funds and cash

 

 

1,591,945

 

 

 

Oracle Corporation Common Stock Fund:

 

 

 

 

 

 

 

 

 

*

 

Oracle Corporation Common Stock

 

 

12,524,833

 

shares

 

 

810,231

 

*

 

Fidelity Investments Money Market Government Portfolio — Institutional Class — FRGXX

 

 

3,966,761

 

shares

 

 

3,967

 

 

 

Separately Managed Account Fund Investments:

 

 

 

 

 

 

 

 

 

 

 

Artisan International Separate Account—

 

 

 

 

 

 

 

 

 

 

 

Depository Receipts

 

 

 

 

 

 

 

 

 

 

 

Alibaba Group Holding Ltd.

 

 

24,346

 

shares

 

 

5,666

 

 

 

Argenx SE

 

 

5,018

 

shares

 

 

1,476

 

 

 

Ascendis Pharma A/S

 

 

17,124

 

shares

 

 

2,856

 

 

 

MMC Norilsk Nickel PJSC

 

 

43,685

 

shares

 

 

1,363

 

 

 

Nice Ltd.

 

 

24,457

 

shares

 

 

6,935

 

 

 

Taiwan Semiconductor Manufacturing Co Ltd.

 

 

34,906

 

shares

 

 

3,806

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

Accenture PLC

 

 

16,168

 

shares

 

 

4,223

 

 

 

Adecco Group AG

 

 

11,897

 

shares

 

 

795

 

 

 

Adevinta ASA

 

 

10,580

 

shares

 

 

178

 

 

 

AIA Group Ltd.

 

 

618,878

 

shares

 

 

7,584

 

 

 

Air Liquide SA

 

 

42,177

 

shares

 

 

6,917

 

 

 

Alphabet Inc.—Class A

 

 

1,721

 

shares

 

 

3,016

 

 

 

Alphabet Inc.—Class C

 

 

698

 

shares

 

 

1,223

 

 

 

Amazon.com Inc.

 

 

1,532

 

shares

 

 

4,990

 

 

 

Amundi SA

 

 

27,222

 

shares

 

 

2,221

 

 

 

Aon PLC

 

 

28,687

 

shares

 

 

6,061

 

 

 

AVEVA Group PLC

 

 

82,151

 

shares

 

 

3,597

 

 

 

Azul SA

 

 

63,500

 

shares

 

 

480

 

 

 

Brenntag AG

 

 

10,445

 

shares

 

 

808

 

 

 

Canadian Pacific Railway Ltd.

 

 

8,700

 

shares

 

 

3,018

 

 

 

China International Capital Corp Ltd.

 

 

615,600

 

shares

 

 

1,668

 

 

 

Compass Group PLC

 

 

112,704

 

shares

 

 

2,101

 

 

 

CRH PLC

 

 

61,414

 

shares

 

 

2,552

 

 

 

Delivery Hero SE

 

 

6,350

 

shares

 

 

985

 

 

 

Deutsche Boerse AG

 

 

51,508

 

shares

 

 

8,762

 

 

 

Deutsche Telekom AG

 

 

296,494

 

shares

 

 

5,417

 

 

 

DSV PANALPINA A/S

 

 

10,209

 

shares

 

 

1,709

 

 

 

EDP - Energias de Portugal SA

 

 

368,809

 

shares

 

 

2,323

 

 

 

Eiffage SA

 

 

7,277

 

shares

 

 

703

 

 

 

Genmab A/S

 

 

13,619

 

shares

 

 

5,506

 

 

 

Hoya Corp

 

 

17,164

 

shares

 

 

2,372

 

 

 

Idorsia Ltd.

 

 

55,267

 

shares

 

 

1,593

 

 

 

Koninklijke DSM NV

 

 

29,749

 

shares

 

 

5,117

 

 

 

LafargeHolcim Ltd.

 

 

22,671

 

shares

 

 

1,245

 

 

 

Linde PLC

 

 

33,986

 

shares

 

 

8,844

 

 

 

Lonza Group AG

 

 

3,661

 

shares

 

 

2,352

 

 

 

Medacta Group SA

 

 

10,822

 

shares

 

 

1,071

 

11


Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

EIN 54-2185193, Plan # 001

Schedule H, Line 4(i)—Schedule of Assets (Held at End of Year)—(Continued)

December 31, 2020

(a)

 

(b)

Identity of Issue, Borrower,

Lessor, or Similar Party

 

(c)

Description of Investment, Including

Maturity Date, Rate of Interest,

Collateral, Par, or Maturity Value

 

(e)

Current Value

(in thousands)

 

 

 

MercadoLibre Inc.

 

 

323

 

shares

 

 

541

 

 

 

MTU Aero Engines AG

 

 

3,596

 

shares

 

 

938

 

 

 

Nestle SA

 

 

60,691

 

shares

 

 

7,148

 

 

 

Nihon Unisys Ltd.

 

 

9,700

 

shares

 

 

380

 

 

 

Nippon Shinyaku Co Ltd.

 

 

18,000

 

shares

 

 

1,180

 

 

 

NXP Semiconductors NV

 

 

12,224

 

shares

 

 

1,944

 

 

 

Prosus NV

 

 

22,549

 

shares

 

 

2,434

 

 

 

Reliance Industries Ltd.

 

 

41,194

 

shares

 

 

2,253

 

 

 

Roche Holding AG

 

 

19,775

 

shares

 

 

6,902

 

 

 

Samsung Electronics Co Ltd.

 

 

56,697

 

shares

 

 

4,219

 

 

 

Sandvik AB

 

 

71,335

 

shares

 

 

1,745

 

 

 

Siemens AG

 

 

25,425

 

shares

 

 

3,650

 

 

 

Siemens Energy AG

 

 

78,154

 

shares

 

 

2,864

 

 

 

Sony Corp

 

 

26,500

 

shares

 

 

2,640

 

 

 

Symrise AG

 

 

11,636

 

shares

 

 

1,541

 

 

 

Telefonaktiebolaget LM Ericsson

 

 

251,641

 

shares

 

 

2,986

 

 

 

Temenos AG

 

 

7,033

 

shares

 

 

982

 

 

 

Tencent Holdings Ltd.

 

 

56,400

 

shares

 

 

4,103

 

 

 

UCB SA

 

 

32,181

 

shares

 

 

3,321

 

 

 

Vinci SA

 

 

17,928

 

shares

 

 

1,782

 

 

 

Willis Towers Watson PLC

 

 

14,029

 

shares

 

 

2,956

 

 

 

Participating Certificate

 

 

 

 

 

 

 

 

 

 

 

Ryanair Holdings PLC

 

 

267,898

 

shares

 

 

5,320

 

 

 

JPMorgan 100% U.S. Treasury Securities Money Market Fund

 

 

1,805,369

 

shares

 

 

1,805

 

 

 

 

 

 

 

 

 

 

 

185,167

 

 

 

Emerging Markets Stock Fund —

 

 

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

 

 

 

 

 

 

 

 

 

 

DFA Emerging Markets Core Equity Portfolio Institutional Class

 

 

4,715,973

 

shares

 

 

114,457

 

 

 

Common/Collective Trust Fund

 

 

 

 

 

 

 

 

 

 

 

T. Rowe Price Emerging Markets Equity Trust—Class B

 

 

158,807

 

shares

 

 

114,457

 

 

 

 

 

 

 

 

 

 

 

228,914

 

 

 

Galliard Stable Value Fund —

 

 

 

 

 

 

 

 

 

 

 

Common/Collective Trust Funds

 

 

 

 

 

 

 

 

 

 

 

Wells Fargo Fixed Income Fund A

 

 

11,317,668

 

shares

 

 

345,354

 

 

 

Wells Fargo Fixed Income Fund E

 

 

4,787,084

 

shares

 

 

134,707

 

 

 

Wells Fargo Fixed Income Fund F

 

 

24,120,883

 

shares

 

 

376,141

 

 

 

Wells Fargo Fixed Income Fund N

 

 

6,916,144

 

shares

 

 

95,908

 

 

 

MetLife Insurance Company Separate Account

 

 

1,281,254

 

shares

 

 

163,578

 

*

 

Fidelity Investments Money Market Government Portfolio— Institutional Class

 

 

23,481,062

 

shares

 

 

23,481

 

 

 

 

 

 

 

 

 

 

 

1,139,169

 

 

 

US Small Mid Cap Value Fund —

 

 

 

 

 

 

 

 

 

 

 

Registered Investment Companies

 

 

 

 

 

 

 

 

 

 

 

DFA US Targeted Value I

 

 

7,373,453

 

shares

 

 

173,940

 

 

 

Common Stock

 

 

 

 

 

 

 

 

 

 

 

ABM Industries Inc.

 

 

36,345

 

shares

 

 

1,375

 

 

 

ACCO Brands Corp

 

 

90,321

 

shares

 

 

763

 

 

 

AECOM

 

 

15,662

 

shares

 

 

780

 

 

 

Aegion Corp

 

 

37,303

 

shares

 

 

708

 

 

 

AES Corp

 

 

53,471

 

shares

 

 

1,257

 

 

 

AGNC Investment Corp

 

 

56,858

 

shares

 

 

887

 

 

 

Alleghany Corp

 

 

2,136

 

shares

 

 

1,289

 

 

 

Amdocs Ltd.

 

 

10,870

 

shares

 

 

771

 

 

12


Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

EIN 54-2185193, Plan # 001

Schedule H, Line 4(i)—Schedule of Assets (Held at End of Year)—(Continued)

December 31, 2020

 

(a)

 

(b)

Identity of Issue, Borrower,

Lessor, or Similar Party

 

(c)

Description of Investment, Including

Maturity Date, Rate of Interest,

Collateral, Par, or Maturity Value

 

(e)

Current Value

(in thousands)

 

 

 

Americold Realty Trust

 

 

14,123

 

shares

 

 

527

 

 

 

Ares Commercial Real Estate Corp

 

 

29,166

 

shares

 

 

347

 

 

 

Arrow Electronics Inc.

 

 

12,052

 

shares

 

 

1,173

 

 

 

ASGN Inc.

 

 

28,608

 

shares

 

 

2,390

 

 

 

Assurant Inc.

 

 

6,884

 

shares

 

 

938

 

 

 

Assured Guaranty Ltd.

 

 

40,378

 

shares

 

 

1,272

 

 

 

Avantor Inc.

 

 

57,355

 

shares

 

 

1,615

 

 

 

AXIS Capital Holdings Ltd.

 

 

14,760

 

shares

 

 

744

 

 

 

BankUnited Inc.

 

 

28,151

 

shares

 

 

979

 

 

 

Belden Inc.

 

 

28,904

 

shares

 

 

1,211

 

 

 

Blackstone Mortgage Trust Inc.

 

 

22,520

 

shares

 

 

620

 

 

 

BMC Stock Holdings Inc.

 

 

18,681

 

shares

 

 

1,003

 

 

 

Booz Allen Hamilton Hldg Corp Cl

 

 

7,751

 

shares

 

 

676

 

 

 

BWX Technologies Inc.

 

 

17,934

 

shares

 

 

1,081

 

 

 

Callaway Golf Co

 

 

4,420

 

shares

 

 

106

 

 

 

CDK Global Inc.

 

 

17,872

 

shares

 

 

926

 

 

 

Cenovus Energy Inc.

 

 

95,533

 

shares

 

 

577

 

 

 

CenterPoint Energy Inc.

 

 

29,632

 

shares

 

 

641

 

 

 

ChampionX Corp

 

 

114,378

 

shares

 

 

1,750

 

 

 

Change Healthcare Inc.

 

 

131,992

 

shares

 

 

2,462

 

 

 

Coherent Inc.

 

 

5,289

 

shares

 

 

793

 

 

 

Columbia Banking Systems Inc.

 

 

12,071

 

shares

 

 

433

 

 

 

CommScope Holding Co Inc.

 

 

54,647

 

shares

 

 

732

 

 

 

Concentrix Corp

 

 

19,903

 

shares

 

 

1,964

 

 

 

Cousins Properties Inc.

 

 

52,045

 

shares

 

 

1,744

 

 

 

Covanta Holding Corp

 

 

37,597

 

shares

 

 

494

 

 

 

Curtiss-Wright Corp

 

 

10,572

 

shares

 

 

1,230

 

 

 

Diamondback Energy Inc.

 

 

33,831

 

shares

 

 

1,637

 

 

 

DXC Technology Co

 

 

19,875

 

shares

 

 

512

 

 

 

East West Bancorp Inc.

 

 

17,012

 

shares

 

 

863

 

 

 

EMCOR Group Inc.

 

 

6,073

 

shares

 

 

555

 

 

 

Energizer Holdings Inc.

 

 

39,938

 

shares

 

 

1,685

 

 

 

EnerSys

 

 

22,900

 

shares

 

 

1,902

 

 

 

Envista Holdings Corp

 

 

66,134

 

shares

 

 

2,231

 

 

 

Essent Group Ltd.

 

 

46,686

 

shares

 

 

2,017

 

 

 

Evercore Inc.

 

 

17,557

 

shares

 

 

1,925

 

 

 

Everest Re Group Ltd.

 

 

4,517

 

shares

 

 

1,057

 

 

 

EVERTEC Inc.

 

 

26,817

 

shares

 

 

1,054

 

 

 

Extended Stay America Inc.

 

 

36,372

 

shares

 

 

539

 

 

 

Federal Agric Mortgage Corp

 

 

5,829

 

shares

 

 

433

 

 

 

Fifth Third Bancorp

 

 

18,953

 

shares

 

 

523

 

 

 

First American Financial Corp

 

 

17,352

 

shares

 

 

896

 

 

 

First Citizens Bancshares Inc.

 

 

1,221

 

shares

 

 

701

 

 

 

First Hawaiian Inc.

 

 

48,638

 

shares

 

 

1,147

 

 

 

First Horizon Corp

 

 

48,341

 

shares

 

 

617

 

 

 

First Merchants Corp

 

 

19,371

 

shares

 

 

725

 

 

 

FirstCash Inc.

 

 

28,181

 

shares

 

 

1,974

 

 

 

Flex Ltd.

 

 

49,090

 

shares

 

 

883

 

 

 

FMC Corp

 

 

7,738

 

shares

 

 

889

 

 

 

Foot Locker Inc.

 

 

34,758

 

shares

 

 

1,406