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Oracle Legal Head Pushes Back Retirement Amid SEC Settlement (1)

Sept. 28, 2022, 7:13 PMUpdated: Sept. 28, 2022, 8:11 PM

Oracle Corp.’s longtime legal group leader Dorian Daley has postponed her planned retirement as the company agreed this week to settle charges it violated the Foreign Corrupt Practices Act.

Daley and Oracle “have elected to extend her employment for a short period of time to further help with the transition of her duties,” the company said in a proxy statement filed Sept. 23.

Daley and Oracle disclosed over the summer her plan to retire in August after three decades at the Austin, Texas-based company. The filing, which shows that Daley received nearly $15 million in total compensation from Oracle during fiscal 2022, noted that “there has been no change” in her intent to retire.

Daley has served as Oracle’s general counsel since late 2007. She didn’t respond to a request for comment. An Oracle spokeswoman declined to comment.

Oracle agreed Sept. 27 to pay $23 million to settle US Securities and Exchange Commission charges that subsidiaries of the software and technology provider in India, Turkey, and the United Arab Emirates violated the FCPA. The subsidiaries were accused of using slush funds to bribe foreign officials in exchange for business.

The agreement calls for Oracle to pay a $15 million fine and disgorge $8 million due to the company’s actions, for which it neither admitted nor denied wrongdoing.

Oracle has also agreed to bolster its global compliance, risk, and control practices by creating 15 new positions and teams globally and at its Texas headquarters. The company recently relocated from California’s Silicon Valley.

Pay Package

Daley’s 2022 pay package comprised of more than $12.9 million in stock awards, a $1 million bonus, and an annual base salary of $887,500, according to the proxy. She previously received nearly $11.3 million in total compensation from Oracle during 2021 and $10.1 million the year prior.

The company’s proxy said Daley’s above target cash bonus for 2022 was awarded in recognition of her “significant contributions to Oracle’s legal strategy and successes.”

Securities filings show that Daley hasn’t sold off any Oracle stock this year, although she did unload more than $45.6 million in company shares during 2021. Daley currently owns nearly $23 million in Oracle stock, according to Bloomberg data.

Oracle received regulatory approval in June to close on its $28.3 billion takeover of medical records giant Cerner Corp., which it agreed to acquire last year. Kirkland & Ellis and Hogan Lovells advised Oracle on that transaction.

Orrick, Herrington & Sutcliffe, which took the lead for Oracle in a long-running copyright fight with Alphabet Inc.’s Google, is also representing the company in a pay equity lawsuit filed by former women employees.

(Adds Oracle comment in fourth paragraph and detail on bonus in ninth paragraph.)

To contact the reporter on this story: Brian Baxter in New York at bbaxter@bloomberglaw.com

To contact the editors responsible for this story: Chris Opfer at copfer@bloomberglaw.com; John Hughes at jhughes@bloombergindustry.com