Form 11-K ORACLE CORP For: Dec 31

Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 11-K

 

 

(Mark One)

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

For the fiscal year ended December 31, 2015

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

500 Oracle Parkway

Redwood City, California 94065

 

 

 

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Financial Statements and Supplemental Schedule

As of December 31, 2015 and 2014 and for the Year Ended December 31, 2015

Table of Contents

 

Report of Sensiba San Filippo LLP, Independent Registered Public Accounting Firm			1
Financial Statements:
Statements of Net Assets Available for Benefits			2
Statement of Changes in Net Assets Available for Benefits			3
Notes to Financial Statements			4
Supplemental Schedule:
Schedule H, Line 4(i)—Schedule of Assets (Held at End of Year)			13
Signature			21
Index to Exhibits			22
Exhibit 23.01

---

Table of Contents

Report of Sensiba San Filippo LLP, Independent Registered Public Accounting Firm

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

We have audited the accompanying statements of net assets available for benefits of the Oracle Corporation 401(k) Savings and Investment Plan (the Plan) as of December 31, 2015 and 2014, and the related statement of changes in net assets available for benefits for the year ended December 31, 2015. 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 conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2015 and 2014, and the changes in net assets available for benefits for the year ended December 31, 2015, in conformity with accounting principles generally accepted in the United States of America.

The supplemental information in the accompanying schedule of assets (held at end of year) as of December 31, 2015 has been subjected to audit procedures performed in conjunction with the audit of the 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, 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

San Mateo, California

May 13, 2016

 

1

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Statements of Net Assets Available for Benefits

As of December 31, 2015 and 2014

(in thousands)

 

		December 31,
		2015				2014
Assets
Cash		$	12,225			$	5,239
Investments, at fair value			11,870,692				12,001,740
Receivables:
Notes receivable from participants			91,362				89,077
Participant contributions			13,229				12,163
Employer contributions			4,774				4,497
Other receivables			4,930				4,241
Total receivables			114,295				109,978
Total assets			11,997,212				12,116,957
Liabilities
Excess deferrals due to participants			154				76
Other liabilities			4,232				2,481
Total liabilities			4,386				2,557
Net assets reflecting investments, at fair value			11,992,826				12,114,400
Adjustment from fair value to contract value for fully benefit responsive contracts of the Galliard Stable Value Fund			(2,683	)			(9,044	)
Net assets available for benefits		$	11,990,143			$	12,105,356

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, 2015

(in thousands)

 

Additions
Interest, dividends and other income		$	187,203
Net depreciation in fair values of investments			(384,374	)
Total investment losses, net			(197,171	)
Contributions:
Participants			561,534
Employer			149,360
Rollovers			91,815
Total contributions			802,709
Total additions, net			605,538
Deductions
Benefits paid to participants			720,188
Administrative expenses			563
Total deductions			720,751
Net decrease			(115,213	)
Net assets available for benefits at beginning of year			12,105,356
Net assets available for benefits at end of year		$	11,990,143

See notes to financial statements.

 

3

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements

December 31, 2015

1. Description of the Plan

The following description of the Oracle Corporation 401(k) Savings and Investment Plan (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 $18,000 of salary deferrals for the year ended December 31, 2015 ($24,000 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.

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)

 

4

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2015

 

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.

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, 2015, Oracle used $4,900,000 of forfeited balances to reduce its matching contribution obligations. The amounts of unallocated forfeitures at December 31, 2015 and 2014 were $936,000 and $855,000, 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 60 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, 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 depreciation in fair values of investments.

 

5

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2015

 

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 participants’ accounts. Oracle, at its discretion, may choose to utilize available revenue sharing (based on a revenue sharing agreement between Oracle and Fidelity) to pay for reasonable expenses related to the administration of the Plan.

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 (U.S. GAAP).

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 fair value with the related adjustment amount to its contract value in the statements of net assets available for benefits at December 31, 2015 and 2014. The statement of changes in net assets available for benefits is prepared on a contract value basis. The shares of registered investment companies (mutual funds) are valued at quoted market prices. 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. The valuation techniques used to measure the fair values of the stable value fund and common/collective trust funds with significant balances as of December 31, 2015 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 (Fund) is tracked on a unitized basis, which allows for daily trades. The Fund consists of Oracle common stock and investment in the Fidelity Institutional Money Market Fund 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, 2015, 2,573,027 units were outstanding with a value of $270.57 per unit. At December 31, 2014, 2,609,383 units were outstanding with a value of $328.16 per unit.

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.

 

6

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2015

 

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

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, and overall market volatility risk. During the year ended December 31, 2015, net depreciation in fair values of investments totaled $384 million. 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.

Recent Accounting Pronouncements

In July 2015, the FASB issued Accounting Standards Update No. 2015-12, Plan Accounting: Defined Benefit Pension Plans (Topic 960), Defined Contribution Pension Plans (Topic 962), Health and Welfare Benefit Plans (Topic 965): (Part I) Fully Benefit-Responsive Investment Contracts, (Part II) Plan Investment Disclosures, (Part III) Measurement Date Practical Expedient (ASU 2015-12). ASU 2015-12 Part I designates contract value as the only required measure for fully benefit-responsive investment contracts. ASU 2015-12 Part II simplifies the investment disclosure requirements under existing U.S. GAAP, including eliminating the disclosure of (1) individual investments that represent five percent or more of net assets available for benefits and (2) the net appreciation or depreciation for investments by general type. ASU 2015-12 Part III does not apply to the Plan. The amendments in ASU 2015-12 applicable to the Plan are effective retrospectively for the year ending December 31, 2016 with early adoption permitted. The 401(k) Committee is currently evaluating the impact of the pending adoption of ASU 2015-12 on the Plan’s financial statements.

In May 2015, the FASB issued Accounting Standards Update No. 2015-07, Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) (ASU 2015-07). ASU 2015-07 removes the requirement to include investments in the fair value hierarchy for which fair value is measured using the net asset value per share practical expedient under ASC 820. ASU 2015-07 is effective for the Plan retrospectively for the year ending December 31, 2016 with early adoption permitted. The 401(k) Committee is currently evaluating the impact of the pending adoption of ASU 2015-07 on the Plan’s financial statements.

3. Fair Value Measurements

The Plan performs fair value measurements in accordance with the guidance provided by 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

 

7

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2015

 

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, 2015												December 31, 2014
		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		$	172,288			$	—			$	172,288			$	162,447			$	—			$	162,447
Oracle Corporation and other common stock			1,502,351				—				1,502,351				1,732,274				—				1,732,274
Mutual funds			4,180,038				—				4,180,038				4,863,622				—				4,863,622
Common/collective trust funds and other			4,162				6,011,853				6,016,015				3,456				5,239,941				5,243,397
Total investments measured at fair value		$	5,858,839			$	6,011,853			$	11,870,692			$	6,761,799			$	5,239,941			$	12,001,740

The Plan’s valuation techniques used to measure the fair values of money market funds, common stock and mutual funds 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. 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, 2015 and 2014 that were classified as Level 2 in the table above are included in Note 4 below.

 

8

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2015

 

4. Composition and Valuation of Certain Plan Investments and Other Plan Investments Disclosures

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, 2015 and 2014 (collectively, the Fidelity Commingled Funds) in order to provide broader investment options to participants. The Fidelity Commingled Funds are common/collective trust funds managed by Fidelity Management Trust Company. The investment objective of the Fidelity Contrafund Commingled Pool is to provide capital appreciation over a market cycle relative to the S&P 500 Index or other suitable index through the active management of equities with a focus on companies having strong long-term growth prospects. The investment objective of the Fidelity Growth Company Commingled Pool is to provide capital appreciation over a market cycle relative to the Russell 3000 Growth Index or other suitable growth index, through the active management of equities across a broad growth segment of the equity markets. The investment objective of the Fidelity Low-Priced Stock Commingled Pool is to provide capital appreciation over a market cycle relative to the Russell 2000 Index or a suitable small cap index, through the active management of equities with a focus on primarily higher-quality small and mid-sized companies with stable growth prospects and trading at valuations of less than $35 per share at the time of purchase.

The trustee, Fidelity Management Trust Company, generally 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 value of the underlying investments held by each commingled fund less its liabilities. The fair value of the underlying investments is generally derived from the quoted prices in active markets of the underlying securities as substantially all of the underlying investments have active markets. As the Fidelity Commingled Funds are not directly quoted in active markets, the values of the funds are classified as Level 2 in the fair value table presented in Note 3 above as of December 31, 2015 and 2014.

Vanguard Target Retirement Trusts

The Plan held investments in Vanguard Target Retirement Trusts (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, 2015, in order to provide broader investment options to participants. The Vanguard Trusts are common/collective trust funds sponsored and maintained by Vanguard Fiduciary Trust Company. The Vanguard Trusts invest in Vanguard mutual funds using an asset allocation strategy designed for investors planning to retire or leave the workforce in or within a few years of the target year. The underlying mutual funds that the Vanguard Trusts held may have included the Vanguard Total Stock Market Index Fund Institutional Shares, Vanguard Total Bond Market II Index Fund Institutional Shares, Vanguard Total International Stock Index Fund Institutional Plus Shares, Vanguard Total International Bond Index Fund Institutional Shares and Vanguard Short-Term Inflation-Protected Securities Index Fund Institutional Shares, among others. Each of the Vanguard Trusts’ indirect stock holdings (through its mutual fund holdings) consisted substantially of large-capitalization U.S. stocks and, to a lesser extent, mid- and small-cap U.S. stocks and international stocks. Each of the Vanguard Trusts’ indirect bond holdings consisted of a diversified mix of investment-grade taxable U.S. government, U.S. government agency and corporate bonds, international bonds as well as inflation-protected and mortgage-backed securities.

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

 

9

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2015

 

investments held for benefit of the Vanguard Trusts less any liabilities. As the Vanguard Trusts are not directly quoted in active markets, the values of the Vanguard Trusts are classified as Level 2 in the fair value table presented in Note 3 above as of December 31, 2015 and 2014.

Galliard Stable Value Fund

During the years ended December 31, 2015 and 2014, 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 common/collective trust funds in the Plan’s name for the sole benefit of Plan participants, security-backed contracts and money market funds. Security-backed contracts are issued by insurance companies and other financial institutions that wrap underlying bond funds, fixed income common/collective trust funds or separate accounts.

The issuer of the wrap contract guarantees a minimum rate of return 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. 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, 2015 and 2014, there were no reserves against the wrap contracts’ carrying values due to credit risks of the issuers. The crediting interest rates for the wrap contracts were based upon a formula agreed with the issuer with the requirement that interest rates may not be less than zero percent. The security-backed contracts are designed to reset their respective crediting rates on a quarterly basis, but may be reset more or less frequently. Certain events limit the ability of the Plan to transact at contract value with the wrap 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 fair value of the Galliard Fund equals the total of the fair values of the underlying assets plus the total wrap contract rebid value, which is calculated by discounting the annual wrap fee, due to rebid, over the duration of the contract’s underlying assets. Fair values were determined by the trustees of the underlying common/collective trust funds using reported net asset value. Prices for securities held in the underlying portfolios of the Galliard Fund are primarily obtained from independent pricing services that use valuation matrices incorporating dealer supplied valuations and valuation models, valuation inputs such as the structure of the issue, cash flow assumptions and the value of underlying assets and guarantees. The fair values of the wrap contracts were determined by Galliard Capital Management, Inc. using a discounted cash flow model based upon market data and considering recent fee bids as determined by recognized dealers.

The Plan’s statements of net assets available for benefits include the fair values of the underlying assets and wrap contracts of the Galliard Fund based on the proportionate ownership of the Plan’s participants.

The average yields earned by the Plan for all investments held by the Galliard Fund were approximately 1.91% and 1.46% for the years ended December 31, 2015 and 2014, respectively. The average yields earned by the Plan for all investments held by the Galliard Fund based on the actual interest rates credited to participants were approximately 1.85% and 1.55% for the years ended December 31, 2015 and 2014, respectively.

 

10

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2015

 

Other Plan Investments Disclosures

The fair values of individual investments that represented 5% or more of the Plan’s net assets available for benefits at December 31, 2015 and 2014, were as follows:

 

		December 31,
(in thousands)		2015				2014
Fidelity Contrafund Commingled Pool		$	1,340,947			$	1,335,459
Vanguard Institutional Index Fund Institutional Plus Shares		$	1,310,001			$	1,306,911
Fidelity Growth Company Commingled Pool		$	926,911			$	843,783
Dodge & Cox Stock Fund		$	720,285			$	822,214
Oracle Corporation Common Stock		$	691,954			$	851,531
Fidelity Low-Priced Stock Commingled Pool		$	577,278			$	628,280

For the year ended December 31, 2015, the Plan’s investments, including investments purchased and sold, as well as held during the year, net depreciated in fair value as follows:

 

(in thousands)		Net Realized and Unrealized (Depreciation) Appreciation in Fair Values of Investments
Mutual funds		$	(301,879	)
Oracle Corporation and other common stock			(215,592	)
Common/collective trust funds and other			133,097
		$	(384,374	)

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, 2015, the Plan made purchases of approximately $78,694,000 and sales of approximately $67,491,000 of Oracle common stock. In addition, the Plan made in-kind transfers of Oracle common stock to participants, related to certain qualifying distribution, of approximately $11,108,000 during the year ended December 31, 2015.

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

 

11

---

Table of Contents

Oracle Corporation

401(k) Savings and Investment Plan

Notes to Financial Statements—(Continued)

December 31, 2015

 

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, 2015.

As noted 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, at fair value, per the financial statements to the Plan’s Form 5500 (in thousands):

 

		December 31,
		2015				2014
Net assets available for benefits, at fair value, per the financial statements		$	11,992,826			$	12,114,400
Amounts allocated to withdrawing participants and other			(880	)			(2,487	)
Net assets available for benefits per the Form 5500		$	11,991,946			$	12,111,913

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

 

		Year Ended December 31,
		2015				2014
Net (decrease) increase in net assets available for benefits per the financial statements		$	(115,213	)		$	904,439
Net change in fair value adjustment of certain Galliard Stable Value Fund assets			(5,201	)			5,541
Net change in amounts allocated to withdrawing participants and other			447				1,185
Net (loss) income per the Form 5500		$	(119,967	)		$	911,165

The fair value adjustment for certain Galliard Stable Value 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, 2015 and 2014, 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 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, 2015 included approximately $154,000 of excess contributions (net of corresponding gains and losses) that were remitted during January 2016 through April 2016 to certain participants. The excess deferral contributions, originally deducted in the year ended December 31, 2015, 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, 2015.

 

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)

December 31, 2015

 

(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		10,792,061 shares		$	393,694
		Dodge & Cox Stock Fund		4,425,169 shares			720,285
*		Fidelity Balanced Fund - Class K		19,254,300 shares			408,576
*		Fidelity Worldwide Fund		8,256,707 shares			183,381
		Lazard Emerging Markets Equity Fund Class Institutional		13,837,625 shares			185,978
		PIMCO Inflation Response Multi-Asset Fund Institutional		606,105 shares			4,734
		Vanguard Extended Market Index Fund Institutional Plus Shares		1,805,653 shares			283,289
		Vanguard Institutional Index Fund Institutional Plus Shares		7,019,243 shares			1,310,001
		Vanguard Total Bond Market Index Fund Institutional Plus Shares		27,416,076 shares			291,707
		Vanguard Total International Stock Index Fund Institutional Plus Shares		889,305 shares			86,218
							3,867,863
		Assets in Brokerage Link Accounts		Various investments, including registered investment companies, common stocks, money market funds and cash			546,293
		Oracle Corporation Common Stock Fund:
*		Oracle Corporation Common Stock		18,942,082 shares			691,954
*		Fidelity Institutional Money Market Fund		4,106,917 shares			4,107
		Separately-managed Account Fund Investments:
		Artisan International Separate Account—
		Depository Receipts
		Autoliv Inc		19,857 shares			2,524
		Baidu Inc		41,244 shares			7,797
		Grifols SA		50,027 shares			1,621
		Grupo Televisa SAB		120,849 shares			3,288
		Infosys Ltd		97,944 shares			1,641
		Common Stock
		Actelion, Ltd		22,836 shares			3,183
		Adecco SA		20,662 shares			1,421
		AIA Group, Ltd		1,256,478 shares			7,554
		Allegion PLC		15,810 shares			1,042
		Allergan PLC		8,159 shares			2,550
		Allianz SE		11,989 shares			2,131
		Anheuser-Busch InBev SA/N.V.		10,886 shares			1,353
		Aon PLC		24,164 shares			2,228
		ASML Holding N.V.		48,356 shares			4,338
		Babcock International Group plc		73,510 shares			1,101
		Bayer AG		71,379 shares			8,982
		Beiersdorf AG		33,442 shares			3,059
		Beijing Enterprises Water Group Ltd		482,000 shares			339
		BT Group plc		216,503 shares			1,506
		Canadian Pacific Railway Ltd		6,858 shares			875

 

13

---

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, 2015

 

(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)
		Carnival plc		54,030 shares			3,079
		Cognizant Technology Solutions Corporation		58,382 shares			3,504
		Croda International plc		35,419 shares			1,588
		Delphi Automotive plc		59,125 shares			5,069
		Diageo plc		8,369 shares			229
		Grifols, S.A.		29,257 shares			1,355
		IHI Corporation		330,475 shares			927
		Imperial Tobacco Group plc		46,947 shares			2,482
		InterContinental Hotels Group PLC		51,319 shares			2,011
		International Consolidated Airlines Group, S.A.		405,060 shares			3,646
		Japan Tobacco Inc		121,216 shares			4,509
		Johnson Matthey plc		102,952 shares			4,033
		Liberty Global plc (LBTYA_US)		81,054 shares			3,433
		Liberty Global plc (LBTYK_US)		131,566 shares			5,363
		Linde AG		30,875 shares			4,493
		Lloyds Banking Group plc		2,457,817 shares			2,648
		L’Oreal SA		9,321 shares			1,573
		LVMH Moet Hennessy Louis Vuitton SE		9,348 shares			1,472
		Mediaset S.p.A		305,803 shares			1,273
		Medtronic plc		133,322 shares			10,254
		Nestle S.A.		81,942 shares			6,098
		NGK Insulators, Ltd.		162,643 shares			3,727
		Novartis AG		36,954 shares			3,202
		Olympus Corporation		92,086 shares			3,677
		Ono Pharmaceutical Co., Ltd.		10,900 shares			1,967
		Orange S.A.		103,177 shares			1,736
		Pernod Ricard S.A.		16,935 shares			1,936
		Roche Holding AG		21,464 shares			5,922
		Royal Caribbean Cruises Ltd.		22,653 shares			2,293
		Swedbank AB		87,972 shares			1,950
		Syngenta AG		13,761 shares			5,389
		TE Connectivity Ltd.		21,731 shares			1,404
		Telenet Group Holding N.V.		31,120 shares			1,683
		Tencent Holdings, Ltd		294,592 shares			5,803
		Toyota Motor Corporation		72,276 shares			4,503
		UCB S.A.		21,126 shares			1,911
		Vonovia SE		65,138 shares			2,021
		WABCO Holdings Inc.		12,297 shares			1,257
		Wirecard AG		30,970 shares			1,565
		Worldpay Group plc		352,500 shares			1,597
		WPP plc		157,205 shares			3,622
		Zodiac Aerospace		165,725 shares			3,958
		Participating Certificate
		Ryanair Holdings plc		168,253 shares			2,745
		Preferred Stock
		Henkel AG & Co KGaA		16,668 shares			1,869
							193,309

 

14

---

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, 2015

 

(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)
		Galliard Stable Value Fund—
		Common/Collective Trust Funds
		Wells Fargo Fixed Income Fund A		6,766,568 shares			168,809
		Wells Fargo Fixed Income Fund F		23,358,340 shares			318,749
		Wells Fargo Fixed Income Fund N		7,081,916 shares			81,422
		Wells Fargo Short-Term Investment Fund S		17,535,583 shares			17,536
		Wells Fargo Stable Value Fund W		1,340,741 shares			70,813
		MetLife Insurance Company Separate Account		707,581 shares			80,478
		Guaranteed Investment Contracts
		MetLife Insurance Company		Wrapper contracts			76
*		Fidelity Institutional Money Market Government Portfolio		21,454,592 shares			21,455
							759,338
		US Small Mid Cap Value Fund—
		Registered Investment Companies
		DFA US Targeted Value I		9,450,102 shares			186,640
		Common Stock
		Abercrombie & Fitch Co		61,994 shares			1,674
		ABM Industries Incorporated		52,868 shares			1,505
		Actuant Corporation		19,662 shares			471
		Aecom		33,584 shares			1,009
		Aegion Corporation		31,421 shares			607
		AES Corporation/VA		99,745 shares			955
		Air Lease Corporation		29,650 shares			993
		Ally Financial Inc		68,837 shares			1,283
		Amdocs Limited		29,916 shares			1,633
		American Capital Agency Corp		38,758 shares			672
		American Capital Mortgage Investment Corp		29,164 shares			407
		American Eagle Outfitters, Inc		142,333 shares			2,206
		American Residential Properties, Inc		74,505 shares			1,408
		Amsurg Corp.		16,321 shares			1,240
		Anworth Mortgage Asset Corporation		86,829 shares			378
		Apollo Investment Corporation		94,490 shares			493
		Ares Capital Corporation		38,571 shares			550
		Ares Commercial Real Estate Corporation		111,288 shares			1,273
		Arrow Electronics, Inc.		47,319 shares			2,564
		Ascena Retail Group, Inc.		112,510 shares			1,108
		Assurant, Inc.		6,988 shares			563
		Assured Guaranty Ltd		43,162 shares			1,141
		Avnet, Inc.		54,938 shares			2,354
		Axis Capital Holdings Limited		32,550 shares			1,830
		Belden Inc.		8,655 shares			413
		BMC Stock Holdings, Inc.		64,063 shares			1,073
		Booz Allen Hamilton Holding Corporation		26,059 shares			804
		The Brink’s Company		14,770 shares			426
		Bristow Group Inc.		63,957 shares			1,656

 

15

---

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, 2015

 

(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)
		Brocade Communications Systems, Inc.		121,823 shares			1,118
		Brooks Automation, Inc.		54,498 shares			582
		Cabot Corporation		15,333 shares			627
		CDW Corporation		44,601 shares			1,875
		Centene Corporation		10,442 shares			687
		Chatham Lodging Trust		61,335 shares			1,256
		Chemed Corporation		16,052 shares			2,405
		Cloud Peak Energy Inc.		164,627 shares			342
		ClubCorp Holdings, Inc.		42,022 shares			768
		Coherent, Inc.		15,333 shares			998
		Colony Capital, Inc.		80,150 shares			1,561
		Columbia Banking System, Inc.		15,052 shares			489
		Convergys Corporation		27,282 shares			679
		Crown Holdings, Inc.		39,135 shares			1,984
		Cubic Corporation		33,490 shares			1,582
		Curtiss-Wright Corporation		19,568 shares			1,340
		CYS Investments, Inc.		265,191 shares			1,891
		Diamondback Energy, Inc.		26,119 shares			1,747
		Dillard’s, Inc.		7,992 shares			525
		Drew Industries Incorporated		47,195 shares			2,875
		Dril-Quip, Inc.		9,474 shares			561
		Enersys		32,832 shares			1,836
		Essent Group Ltd		52,401 shares			1,147
		Express, Inc.		80,305 shares			1,388
		Federated Investors, Inc.		29,539 shares			846
		Ferroglobe PLC		34,054 shares			366
		Fifth Street Finance Corp.		101,504 shares			648
		The Finish Line, Inc.		61,524 shares			1,112
		First American Financial Corporation		11,500 shares			413
		First Cash Financial Services, Inc		30,628 shares			1,146
		First Citizens Bancshares, Inc.		3,105 shares			802
		First Republic Bank/CA		8,563 shares			566
		Flextronics International Ltd.		138,474 shares			1,552
		FNF Group		44,309 shares			1,536
		FNFV Group		14,864 shares			167
		Foot Locker, Inc.		26,814 shares			1,745
		Forum Energy Technologies, Inc.		42,804 shares			533
		FTD Cos. Inc.		29,257 shares			766
		FTI Consulting, Inc.		15,146 shares			525
		G&K Services, Inc.		11,196 shares			704
		Granite Construction Incorporated		29,822 shares			1,280
		Graphic Packaging Holding Company		266,884 shares			3,424
		Group 1 Automotive, Inc.		11,477 shares			869
		Hanger, Inc.		38,571 shares			634
		The Hanover Insurance Group, Inc.		8,843 shares			719
		Harris Corporation		12,888 shares			1,120
		Hatteras Financial Corp.		106,302 shares			1,398
		Heidrick & Struggles International, Inc		31,139 shares			848
		Helix Energy Solutions Group, Inc.		44,967 shares			237
		Hibbett Sports, Inc.		18,484 shares			559

 

16

---

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, 2015

 

(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)
		Hillenbrand, Inc.		30,480 shares			903
		Huntington Bancshares Incorporated/OH		137,722 shares			1,523
		Huntington Ingalls Industries		15,805 shares			2,005
		Huntsman Corporation		32,267 shares			367
		IAC/InterActiveCorp		14,111 shares			847
		Icon plc		24,177 shares			1,879
		Infinity Property and Casualty Corporation		6,867 shares			565
		Ingram Micro Inc.		61,993 shares			1,883
		Insight Enterprises, Inc.		19,473 shares			489
		Integra Lifesciences Holdings Corporation		19,097 shares			1,294
		International Speedway Corporation		12,605 shares			425
		Investors Bancorp, Inc.		76,525 shares			952
		KAR Auction Services, Inc.		46,828 shares			1,734
		Kindred Healthcare, Inc.		69,237 shares			825
		Knoll, Inc.		33,397 shares			628
		Kosmos Energy Ltd.		94,543 shares			492
		Landstar System, Inc.		8,561 shares			502
		Lear Corporation		15,762 shares			1,936
		Leucadia National Corporation		79,671 shares			1,385
		Lifepoint Health, Inc.		13,358 shares			980
		Live Nation Entertainment, Inc.		42,051 shares			1,033
		Maiden Holdings, Ltd.		201,660 shares			3,007
		Manpowergroup Inc.		14,205 shares			1,197
		Maximus, Inc.		14,299 shares			804
		The Men’s Wearhouse, Inc.		108,657 shares			1,595
		MFA Financial, Inc.		239,886 shares			1,583
		Minerals Technologies Inc.		18,602 shares			853
		MRC Global Inc.		54,091 shares			698
		Mueller Industries, Inc.		13,735 shares			372
		Multi Packaging Solutions International Limited		48,008 shares			833
		Nationstar Mortgage Holdings Inc.		75,728 shares			1,012
		Navient Corporation		116,378 shares			1,333
		Navigant Consulting, Inc.		99,718 shares			1,601
		Nelnet, Inc.		14,719 shares			494
		NU Skin Enterprises, Inc.		28,598 shares			1,084
		On Semiconductor Corporation		177,045 shares			1,735
		Owens & Minor, Inc.		15,333 shares			552
		Packaging Corporation of America		30,762 shares			1,940
		Parexel International Corporation		10,254 shares			699
		Parsley Energy, Inc.		136,538 shares			2,519
		PartnerRe Ltd.		9,314 shares			1,302
		PHH Corporation		87,111 shares			1,411
		PNM Resources, Inc.		21,167 shares			647
		QEP Resources, Inc.		44,497 shares			596
		Radian Group Inc.		108,529 shares			1,453
		Raymond James Financial, Inc.		25,494 shares			1,478
		Realogy Holdings Corp.		19,379 shares			711
		Reinsurance Group of America, Incorporated		19,755 shares			1,690

 

17

---

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, 2015

 

(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)
		Rent-A-Center, Inc. /TX		29,822 shares			446
		Rice Energy Inc.		47,883 shares			522
		RPX Corporation		99,716 shares			1,097
		RSP Permian, Inc.		25,522 shares			622
		Schweitzer-Mauduit International, Inc.		24,853 shares			1,044
		Select Medical Holdings Corporation		58,607 shares			698
		Sensient Technologies Corporation		9,407 shares			591
		Service Corporation International/US		26,435 shares			688
		Silver Bay Relaty Trust Corp.		32,926 shares			516
		SLM Corporation		112,089 shares			731
		Stancorp Financial Group, Inc.		6,679 shares			761
		Starz		51,289 shares			1,718
		Steel Dynamics, Inc.		56,981 shares			1,018
		Steven Madden, Ltd.		43,345 shares			1,310
		SVB Financial Group		4,607 shares			548
		Sykes Enterprises, Incorporated		30,103 shares			927
		Symetra Financial Corporation		32,764 shares			1,041
		Symmetry Surgical Inc.		3,329 shares			31
		Synnex Corporation		20,277 shares			1,824
		Tegna Inc.		33,633 shares			858
		Teletech Holdings, Inc.		71,108 shares			1,985
		Teradyne, Inc.		55,032 shares			1,138
		Terex Corporation		34,055 shares			629
		Tetra Tech, Inc.		37,818 shares			984
		Thor Industries, Inc.		26,340 shares			1,479
		The Timken Company		44,120 shares			1,261
		Torchmark Corporation		18,532 shares			1,059
		Tutor Perini Corporation		26,999 shares			452
		Two Harbors Investment Corp.		227,938 shares			1,846
		Universal Corporation/VA		17,572 shares			985
		Validus Holdings, Ltd.		60,112 shares			2,783
		Walker & Dunlop, Inc.		90,869 shares			2,618
		Wesco International, Inc.		40,554 shares			1,771
		Western Refining, Inc.		47,507 shares			1,692
		World Fuel Services Corporation		61,147 shares			2,352
		Brown Brothers Harriman Short-Term Investment Fund		3,479,113 shares			3,479
							373,457
		William Blair Small Mid Cap Growth Separate Account—
		Common Stock
		2U, Inc.		64,510 shares			1,805
		ABIOMED, Inc.		21,693 shares			1,958
		Affiliated Managers Group, Inc.		21,027 shares			3,359
		Align Technology, Inc.		45,669 shares			3,007
		ANSYS, Inc.		33,682 shares			3,116
		Ball Corporation		24,084 shares			1,752
		Booz Allen Hamilton Holding Corporation		100,003 shares			3,085
		Brunswick Corporation		31,680 shares			1,600

 

18

---

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, 2015

 

(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)
		Cambrex Corporation		52,290 shares			2,462
		Carrizo Oil & Gas, Inc.		33,130 shares			980
		CBOE Holdings, Inc.		53,109 shares			3,447
		CEB Inc.		38,573 shares			2,368
		Celanese Corporation		43,976 shares			2,961
		Centene Corporation		26,838 shares			1,766
		Choice Hotels International, Inc.		49,169 shares			2,479
		Colliers International Group Inc.		42,424 shares			1,890
		CoStar Group, Inc.		15,796 shares			3,265
		Cvent, Inc.		62,180 shares			2,171
		Diamondback Energy, Inc.		25,360 shares			1,697
		Drew Industries Incorporated		34,500 shares			2,101
		Encore Capital Group, Inc.		55,516 shares			1,614
		Exact Sciences Corporation		153,401 shares			1,416
		Examworks Group, Inc.		41,860 shares			1,113
		FactSet Research Systems Inc.		13,086 shares			2,127
		First Cash Financial Services, Inc.		40,641 shares			1,521
		FirstService Corporation		78,540 shares			3,175
		Gartner, Inc.		32,250 shares			2,925
		Guidewire Software, Inc.		77,240 shares			4,647
		Healthcare Services Group, Inc.		59,931 shares			2,090
		HealthSouth Corporation		84,875 shares			2,954
		Hexcel Corporation		49,630 shares			2,305
		Huron Consulting Group Inc.		29,824 shares			1,772
		Idexx Laboratories, Inc.		28,820 shares			2,102
		International Flavors & Fragrances Inc.		27,000 shares			3,230
		j2 Global, Inc.		47,032 shares			3,872
		Jarden Corporation		58,313 shares			3,331
		Jones Lang LaSalle Incorporated		15,623 shares			2,497
		Lazard Ltd- CL A		53,070 shares			2,389
		Ligand Pharmaceuticals Incorporated		33,224 shares			3,602
		Manpowergroup Inc.		26,300 shares			2,217
		Maximus, Inc.		46,247 shares			2,601
		Medivation, Inc.		41,016 shares			1,983
		Mednax, Inc.		49,910 shares			3,577
		Mettler-Toledo International Inc.		10,769 shares			3,652
		The Middleby Corporation		21,830 shares			2,355
		NeuStar, Inc.		106,918 shares			2,563
		NU Skin Enterprises, Inc.		53,287 shares			2,019
		Old Dominion Freight Line, Inc.		55,051 shares			3,252
		OM Asset Management plc		88,570 shares			1,358
		Pandora Media, Inc.		82,225 shares			1,103
		Polaris Industries Inc.		24,473 shares			2,103
		Quintiles Transnational Holdings Inc.		41,790 shares			2,869
		Sally Beauty Holdings, Inc.		76,549 shares			2,135
		SBA Communications Corporation		29,041 shares			3,051
		ServiceMaster Global Holdings, Inc.		53,709 shares			2,108
		Signature Bank		17,730 shares			2,719
		Sirona Dental Systems, Inc.		26,490 shares			2,903

 

19

---

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, 2015

 

(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)
		Six Flags Entertainment Corporation		73,519 shares			4,039
		Stericycle, Inc.		14,144 shares			1,706
		The Toro Company		26,660 shares			1,948
		Willis Towers Watson Public Limited Company		1,880 shares			242
		Tractor Supply Company		25,640 shares			2,192
		TransDigm Group Incorporated		9,295 shares			2,123
		Tyler Technologies, Inc.		15,820 shares			2,758
		Ulta Salon, Cosmetics & Fragrance, Inc.		16,770 shares			3,102
		Vantiv, Inc.		64,030 shares			3,036
		Virtu Financial, Inc.		58,319 shares			1,320
		WD-40 Company		23,450 shares			2,313
		Williams-Sonoma, Inc.		24,540 shares			1,433
		WNS (Holdings) Limited—ADR		53,765 shares			1,677
							168,408
		Common/Collective Trust Funds:
		Broad Market Bond I—
		Wells Fargo Core Bond II CIT EF1		23,620,532 shares			235,024
		Loomis Sayles Core Plus Fixed Income Fund D		18,182,317 shares			234,916
*		Fidelity Contrafund Commingled Pool		115,499,313 shares			1,340,947
*		Fidelity Growth Company Commingled Pool		71,410,692 shares			926,911
*		Fidelity Low-Priced Stock Commingled Pool		53,451,630 shares			577,278
		Vanguard Target Retirement 2010 Trust Select		1,117,635 shares			32,993
		Vanguard Target Retirement 2015 Trust Select		2,773,515 shares			81,070
		Vanguard Target Retirement 2020 Trust Select		11,189,587 shares			325,058
		Vanguard Target Retirement 2025 Trust Select		10,616,093 shares			306,699
		Vanguard Target Retirement 2030 Trust Select		12,925,153 shares			370,952
		Vanguard Target Retirement 2035 Trust Select		10,081,628 shares			287,629
		Vanguard Target Retirement 2040 Trust Select		8,667,540 shares			245,465
		Vanguard Target Retirement 2045 Trust Select		4,163,510 shares			117,869
		Vanguard Target Retirement 2050 Trust Select		2,589,283 shares			73,251
		Vanguard Target Retirement 2055 Trust Select		1,261,583 shares			35,665
		Vanguard Target Retirement 2060 Trust Select		519,928 shares			14,704
		Vanguard Target Retirement Income Trust Select		2,019,738 shares			59,845
		Total investments, substantially all at fair value**				$	11,871,005
*		Notes Receivable from Participants		4.25% - 11.5%, maturing through 2026		$	91,362

 

*	Indicates a party-in-interest to the Plan.

**	All investments were stated at fair value as of December 31, 2015 with the exception of one underlying investment of the Galliard Stable Value Fund, which is stated at contract value.

Column (d), cost, has been omitted, as all investments are participant directed.

 

20

---

Table of Contents

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the persons who administer the employee benefit plan have duly caused this annual report to be signed on their behalf by the undersigned hereunto duly authorized.

 

				ORACLE CORPORATION 401(k) SAVINGS AND INVESTMENT PLAN
Date: May 13, 2016				By:		/s/ PETER W. SHOTT
						Peter W. Shott
						Vice President of Human Resources

 

21

---

Table of Contents

INDEX TO EXHIBITS

 

Exhibit Number		Exhibit Title
23.01		Consent of Sensiba San Filippo LLP, Independent Registered Public Accounting Firm

 

22

Exhibit 23.01

Consent of Sensiba San Filippo LLP, Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the Registration Statement (No. 333-131427) pertaining to the Oracle Corporation 401(k) Savings and Investment Plan of our report dated May 13, 2016, with respect to the financial statements and supplemental schedule of the Oracle Corporation 401(k) Savings and Investment Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2015.

/s/ SENSIBA SAN FILIPPO LLP

San Mateo, California

May 13, 2016

---

Serious News for Serious Traders! Try StreetInsider.com Premium Free!

---

You May Also Be Interested In

• Oracle (ORCL) Cloud Secret Impact Level 6 Regions for U.S. Department of Defense
• Xali Gold Announces a Modification to Deal Terms for SDA Plant in Mexico
• Major Global Businesses Adopt Oracle Database@Azure Worldwide