The news
On Saturday, September 12, 2026, Oracle (ORCL) said Larry Ellison, its executive chair and chief technology officer, had cancelled his Oracle stock sale plan covering up to 50 million shares, a day after its quarterly report disclosed the plan. No shares were sold under it.
A Rule 10b5-1 plan is a prearranged trading schedule that lets company insiders buy or sell stock while giving them a legal defense against insider-trading claims, provided the plan meets SEC conditions. Oracle's Form 10-Q for the quarter ended August 31, filed on Friday, September 11, said Ellison adopted the plan on June 22, 2026. It was scheduled to end on October 24, 2026, and was intended to permit him to sell up to 50 million shares.
Oracle's one-paragraph announcement said Ellison has no other plans to sell any of his Oracle stock. It did not say why he adopted the plan or why he cancelled it, and CNBC reported that few other details were given. Oracle filed the announcement with the SEC on a Form 8-K on Monday, September 14.
CNBC valued the shares covered by the plan at $7.5 billion at the then-current price. By our calculation, 50 million shares equal about 1.7% of the roughly 3.02 billion Oracle shares the 10-Q said were outstanding as of September 7. Ellison, 82, controls more than 40% of Oracle, according to CNBC.
The plan surfaced in the same filing that showed how Oracle is paying for its AI infrastructure push. The 10-Q listed $125.0 billion of senior notes and other long-term borrowings outstanding as of August 31, and said Oracle issued 141 million new shares through an at-the-market equity program in the quarter, for net proceeds of $19.9 billion. Oracle's earnings release on September 10 reported free cash flow of negative $5 billion for the quarter. CNBC said the stock had fallen roughly 23% in 2026 as of September 12.
The numbers
- Shares the plan could have sold
- Up to 50 million
- Shares sold under the plan (Oracle)
- 0
- Value of plan shares at the then-current price (CNBC)
- $7.5 billion
- Plan adopted / scheduled end
- June 22, 2026 / October 24, 2026
- Senior notes and other long-term borrowings, August 31, 2026
- $125.0 billion
- New shares Oracle issued via at-the-market program, fiscal Q1 2027
- 141 million
Why CEOs should care
For investors and CFOs, the cancellation removes the prospect of up to 50 million shares reaching the market from Oracle's founder before late October. Keep it in proportion: Oracle itself issued 141 million new shares in the quarter to fund its buildout, nearly three times the size of Ellison's plan, by our calculation. As a GuruFocus analysis published on Yahoo Finance noted, the decision is not a buyback and puts no new money into the business.
For boards and general counsel, the episode shows how insider trading plans now become market events. Oracle's 10-Q disclosed a plan adopted almost three months earlier, and the cancellation followed within a day. Boards of founder-led companies should agree in advance how large insider plans will be explained to investors, because an unexplained plan at a company carrying heavy debt invites speculation.
For technology buyers who depend on Oracle Cloud Infrastructure capacity, the founder's stake is less important than the funding picture. Ask account teams how Oracle's borrowing, equity issuance and negative free cash flow affect capacity delivery schedules in your contracts, and track Oracle's quarterly filings rather than headlines about insider plans.
The bigger picture
Oracle has turned itself into a major AI infrastructure provider, and its filings show that shift being financed partly with debt and new equity. Ellison also has large commitments outside Oracle: CNBC noted he helped finance the merger of Skydance Media and Paramount, now run by his son David Ellison, and backs Paramount Skydance's proposed acquisition of Warner Bros. Discovery. Oracle did not connect the plan to any of those commitments or give any reason for it, so any explanation remains speculation.
What happened next
On Monday, September 14, 2026, the first trading day after the announcement, Oracle shares fell around 4%, Proactive Investors reported, as the company faced mounting data center costs. The 10-Q had also disclosed that, after August 31, Oracle added about $700 million to its fiscal 2026 restructuring plan to cover additional actions it expects to take.
What to watch: any Ellison stock sales would appear in Section 16 filings (Form 4s) with the SEC, which would test Oracle's statement that he has no other plans to sell. Oracle's next quarterly report will also show whether its borrowing and equity issuance continue at the fiscal first-quarter pace.
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