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Oracle Moves to Sell $10 Billion of Stock Alongside a $10 Billion Bond Offering

Preliminary SEC filings show the two deals are separate and not yet priced. Oracle says the money is for general corporate purposes, which may include capital spending and debt repayment.

As of 1:09 p.m. ET, Monday, Nov. 2, 2026

Oracle is seeking to raise $10 billion by selling new shares of its common stock, and it is separately offering $10 billion of senior notes at the same time, according to preliminary filings the company made with the Securities and Exchange Commission on Monday morning.

Neither offering has been priced or completed. The filings are preliminary prospectus supplements, and the price per share, the interest rates on the notes and the final proceeds were all left blank.

The stock sale

In the stock prospectus, Oracle says it is offering "$10,000,000,000 of shares of our common stock." The filing cites $130.67 as the last reported sale price of Oracle shares on the New York Stock Exchange on Oct. 30, 2026.

The final number of shares will depend on the sale price. As an illustration, the filing says that selling at $130.67 a share would mean issuing 76,528,659 new shares. That would leave 3,100,255,354 shares outstanding, measured against 3,023,726,695 shares outstanding as of Aug. 31.

BofA Securities is global coordinator and a joint book-running manager. The other joint book-running managers include Wells Fargo Securities, Citigroup, BNP Paribas, Deutsche Bank Securities and J.P. Morgan. Oracle agreed not to sell additional shares for 60 days after the prospectus date without the lead underwriter's consent, with some exceptions.

The bond sale

A separate prospectus for the notes lists six series: floating-rate notes due 2029 and fixed-rate notes due 2029, 2031, 2033, 2037 and 2046. The filing does not yet give the size of each series or its interest rate.

The two deals do not depend on each other. Each filing says its closing "is not conditioned upon" the closing of the other, and Oracle says it cannot assure investors that the other offering will be completed.

Where the money goes

Oracle does not name a specific project. Both filings say the net proceeds will be used "for general corporate purposes, which may include capital expenditures, repayment of indebtedness, future investments or acquisitions and payment of cash dividends on or repurchases of our common stock."

The stock prospectus also gives a picture of Oracle's existing debt. As of Aug. 31, the company had about $236.1 billion in principal amount of consolidated debt outstanding, excluding intercompany debt, and could borrow up to $19.7 billion more under its revolving credit facility and commercial paper program. It said it expects to take on more borrowings or other liabilities through vendor financing, leases and other arrangements.

Among its forward-looking statements, the filing says Oracle expects customer demand to require continued growth in its capital spending to expand its existing data center capacity and build data centers in new locations.

Earlier Monday, Oracle filed an automatic shelf registration statement, the Form S-3ASR, that both offerings are made under.

Sources

  1. Oracle Corporation, preliminary prospectus supplement for $10,000,000,000 of common stock (Form 424B5), SEC EDGAR, filed Nov. 2, 2026
  2. Oracle Corporation, preliminary prospectus supplement for $10,000,000,000 of senior notes (Form 424B2), SEC EDGAR, filed Nov. 2, 2026
  3. Oracle Corporation, automatic shelf registration statement (Form S-3ASR), SEC EDGAR, filed Nov. 2, 2026