0001209191-19-060732.txt : 20191216
0001209191-19-060732.hdr.sgml : 20191216
20191216181451
ACCESSION NUMBER: 0001209191-19-060732
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20191212
FILED AS OF DATE: 20191216
DATE AS OF CHANGE: 20191216
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Runyan Jonathan T
CENTRAL INDEX KEY: 0001700628
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38044
FILM NUMBER: 191288270
MAIL ADDRESS:
STREET 1: C/O OKTA, INC.
STREET 2: 301 BRANNAN STREET 1ST FLOOR
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94107
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Okta, Inc.
CENTRAL INDEX KEY: 0001660134
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 264175727
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 100 FIRST STREET
STREET 2: SUITE 600
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: 888-722-7871
MAIL ADDRESS:
STREET 1: 100 FIRST STREET
STREET 2: SUITE 600
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-12-12
0
0001660134
Okta, Inc.
OKTA
0001700628
Runyan Jonathan T
C/O OKTA, INC.
100 FIRST ST, SUITE 600
SAN FRANCISCO
CA
94105
0
1
0
0
General Counsel and Secretary
Class A Common Stock
2019-10-11
5
G
0
E
3595
0.00
D
44000
I
By Trust
Class A Common Stock
2019-12-12
4
M
0
459
0.00
A
459
D
Class A Common Stock
2019-12-12
4
S
0
459
117.75
D
0
D
Class A Common Stock
2019-12-15
4
M
0
1406
0.00
A
1406
D
Class A Common Stock
2019-12-16
4
S
0
707
116.6294
D
699
D
Employee Stock Option (Right to Buy)
7.17
2019-12-12
4
M
0
459
0.00
D
2025-08-27
Class B Common Stock
459
11000
D
Class B Common Stock
2019-12-12
4
M
0
459
0.00
A
Class A Common Stock
459
459
D
Class B Common Stock
2019-12-12
4
C
0
459
0.00
D
Class A Common Stock
459
0
D
Restricted Stock Units
2019-12-15
4
M
0
1406
0.00
D
Class A Common Stock
1406
12657
D
Employee Stock Option (Right to Buy)
8.62
2026-02-24
Class B Common Stock
35417
35417
D
Employee Stock Option (Right to Buy)
8.97
2026-07-29
Class B Common Stock
195625
195625
D
Employee Stock Option (Right to Buy)
39.21
2028-03-21
Class A Common Stock
52000
52000
D
Employee Stock Option (Right to Buy)
82.16
2029-03-24
Class A Common Stock
32520
32520
D
Restricted Stock Units
Class A Common Stock
14966
14966
D
The transaction reported is a charitable gift by the Reporting Person of 3,595 shares of Class A Common Stock to the Morgan Stanley Global Impact Funding Trust, Inc., a donor advised fund.
This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
The price reported in Column 4 is a weighted average price calculated by the broker. These shares were sold as part of a block trade in multiple transactions at prices ranging from $115.16 to $117.80, inclusive. The Reporting Person
undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range
set forth in this footnote (2) with regard to the block trade.
20% of the shares subject to the option vested on July 29, 2017, 20% of the shares subject to the option vested on July 29, 2018 and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continued employment with the Issuer through each vesting date. The option is early exercisable by the Reporting Person.
Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
25% of the shares underlying the RSU vested on March 15, 2019, and the remaining shares underlying the RSU shall vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
25% of the shares subject to the option vested on February 1, 2019 and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
25% of the shares subject to the option shall vest on February 1, 2020 and the remaining shares subject to the option shall vest in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
25% of the shares underlying the RSU shall vest on March 15, 2020, and the remaining shares underlying the RSU shall vest in 12 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person
2019-12-16