George H. Conrades
Director at ORCL
Board
About George H. Conrades
Independent director of Oracle since 2008; age 86. Former Chairman and CEO of Akamai Technologies; currently Executive Advisor to Akamai and Managing Partner at Longfellow Venture Partners. Prior roles include Chairman and CEO of BBN Technologies and Venture Partner (now Partner Emeritus) at Polaris Venture Partners; brings large-cap tech operating leadership, M&A and human capital management expertise relevant to Oracle’s strategy .
Past Roles
| Organization | Role | Tenure | Notes/Impact |
|---|---|---|---|
| Akamai Technologies, Inc. | CEO | 1999–2005 | Led global tech organization; experience applicable to Oracle’s challenges |
| Akamai Technologies, Inc. | Chairman | 1999–2018 | Long stewardship; deep governance experience |
| BBN Technologies | Chairman & CEO | Not disclosed | R&D and technology operations leadership |
| Polaris Venture Partners | Venture Partner; Partner Emeritus | 1998–2012; current emeritus | Early-stage investing; tech/IP familiarity aids Oracle’s acquisition/product strategy |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Akamai Technologies, Inc. | Executive Advisor | Since June 2018 | Cloud/CDN/security domain knowledge |
| Longfellow Venture Partners | Managing Partner | Current | Insights on growth companies, human capital, compensation |
| Cyclerion, Inc. | Director (prior within last five years) | Not disclosed | Prior public company board service |
| Polaris Venture Partners | Partner Emeritus | Current | Venture governance perspective |
Board Governance
- Committee assignments: Compensation Committee Chair; Independence Committee member .
- Independence: Board determined all members serving on Compensation, F&A, Governance and Independence Committees during fiscal 2025 were independent under NYSE/SEC standards; compensation and audit members met heightened independence requirements .
- Attendance and engagement: Board met eight times in fiscal 2025; each director attended at least 75% of all Board and applicable committee meetings; all directors attended the November 2024 annual meeting .
- Executive sessions: Regular executive sessions by non-employee directors per Corporate Governance Guidelines; lead independent director duties established (rotates among certain committee chairs) .
- Anti-hedging and pledging: Company-wide prohibition on hedging for all employees and directors; pledging prohibited except for Mr. Ellison (monitored quarterly by the Governance Committee). No other executive officer or director (including Conrades) has pledged shares .
Fixed Compensation (Fiscal 2025)
| Component | Amount (USD) |
|---|---|
| Annual Board cash retainer | $52,500 |
| Compensation Committee member retainer | $25,000 |
| Compensation Committee Chair retainer | $25,000 |
| Independence Committee member retainer | $15,000 |
| Board/committee meeting fees | $0 (no per-meeting fees) |
| Total cash fees (FY2025) | $117,500 |
Cash vs equity mix: $117,500 cash vs $345,872 equity = ~25% cash / ~75% equity, calculated from the proxy table .
Performance Compensation (Director Equity)
| Grant Type | Grant Date | Shares (RSUs) | Grant-Date Fair Value (USD) | Vesting |
|---|---|---|---|---|
| Annual RSU grant | May 31, 2025 | 2,114 | $345,872 | 100% on May 31, 2026, subject to continued service |
| Program features (context) | — | — | Board caps director equity at $350,000 grant value; awards in RSUs (4 options:1 RSU ratio); no performance-based equity; no chair equity awards |
Other Directorships & Interlocks
| Company | Current/Former | Role | Interlocks/Notes |
|---|---|---|---|
| Cyclerion, Inc. | Former (last five years) | Director | No compensation committee interlocks reported for Oracle’s committee members; none under Item 404 |
| Akamai Technologies | Former | Chairman; CEO | Governance/strategy experience, not a current interlock |
Expertise & Qualifications
- Large-cap tech CEO/Chair experience (Akamai); venture investing and early-stage tech/IP exposure (Longfellow, Polaris) .
- Provides perspectives on acquisitions, product strategy, human capital management, and compensation; skills valued in Oracle’s director skills matrix (technology industry, global organizations, strategic transformation, etc.) .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership | 38,456 shares; <1% of class |
| Unvested RSUs (FY2025 year-end) | 2,114 (granted 5/31/2025; vest 5/31/2026) |
| Options outstanding (FY2025 year-end) | 0 (none listed) |
| Pledged shares | None (pledging restricted; only Mr. Ellison excepted and monitored) |
| Director stock ownership guideline | 10,000 shares minimum; Board states all non-employee directors are in compliance or have additional time to comply |
Insider Trades (Form 4 – 2024–2025)
| Transaction Date | Type | Shares | Price | Post-Transaction Holdings | Source |
|---|---|---|---|---|---|
| 2025-06-17 | Sale | 8,169 | $213.49 | 38,456 | https://www.sec.gov/Archives/edgar/data/1341439/000112760225017848/0001127602-25-017848-index.htm |
| 2025-06-03 | RSU award | 2,114 | $0 | 2,114 RSUs | https://www.sec.gov/Archives/edgar/data/1341439/000112760225016594/0001127602-25-016594-index.htm |
| 2025-04-21 | Option exercise | 22,500 | $43.49 | 43,639 | https://www.sec.gov/Archives/edgar/data/1341439/000112760225012498/0001127602-25-012498-index.htm |
| 2024-05-03 | Option exercise | 20,000 | $42.02 | 37,836 | https://www.sec.gov/Archives/edgar/data/1341439/000112760224014294/0001127602-24-014294-index.htm |
| 2024-05-03 | Sale | 20,000 | $116.00 | 17,836 | https://www.sec.gov/Archives/edgar/data/1341439/000112760224014294/0001127602-24-014294-index.htm |
| 2024-05-31 | RSU award | 2,986 | $0 | 2,986 RSUs | https://www.sec.gov/Archives/edgar/data/1341439/000112760224017431/0001127602-24-017431-index.htm |
Pattern shows periodic option exercises and sales alongside annual RSU awards; no pledging and anti-hedging policy applies .
Governance Assessment
- Board effectiveness and independence: As Compensation Chair and Independence Committee member, Conrades is positioned to influence pay design, stock ownership compliance, and related-party oversight. The Board affirms independence standards for these committees; no compensation committee interlocks disclosed .
- Alignment: Equity-heavy director pay (capped value; annual RSUs) and 10,000-share ownership guideline support long-term alignment; Conrades exceeds the guideline and has no pledged shares .
- Engagement: Meets attendance threshold (≥75% of meetings), participates in annual evaluations, and governance structures provide for regular executive sessions and lead independent oversight .
- Compensation oversight: Compensation Committee remit covers executive pay approvals, CD&A review, stock plan administration, risk assessments, stock ownership guideline compliance, and clawback policy adherence; committee report signed by Conrades (Chair) evidences active oversight .
- Related-party risks: Independence Committee reviews transactions >$120k with affiliates and monitors conflicts; no director pledging outside Mr. Ellison, whose arrangements are reviewed quarterly and deemed not material risk; no Item 404 relationships for Compensation Committee members .
RED FLAGS: None disclosed specific to Conrades. No pledging, no related-party transactions requiring disclosure, and independence affirmed for committee service .