0001209191-20-020048.txt : 20200318 0001209191-20-020048.hdr.sgml : 20200318 20200318171656 ACCESSION NUMBER: 0001209191-20-020048 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200315 FILED AS OF DATE: 20200318 DATE AS OF CHANGE: 20200318 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: 20725516 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 2020-03-15 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 2020-03-15 4 M 0 1333 0.00 A 1333 D Class A Common Stock 2020-03-16 4 S 0 726 97.6704 D 607 D Class A Common Stock 2020-03-15 4 M 0 1407 0.00 D 2014 D Class A Common Stock 2020-03-16 4 S 0 766 97.6704 D 1248 D Class A Common Stock 2020-03-15 4 M 0 3742 0.00 D 4990 D Class A Common Stock 2020-03-16 4 S 0 2036 97.6704 D 2954 D Class A Common Stock 44699 I By Trust Restricted Stock Units 2020-03-15 4 A 0 1333 0.00 A Class A Common Stock 1333 1333 D Restricted Stock Units 2020-03-15 4 M 0 1333 0.00 D Class A Common Stock 1333 0 D Restricted Stock Units 2020-03-15 4 M 0 1407 0.00 D Class A Common Stock 1407 11250 D Restricted Stock Units 2020-03-15 4 M 0 3742 0.00 D Class A Common Stock 3742 11224 D Employee Stock Option (Right to Buy) 8.62 2026-02-24 Class B Common Stock 31243 31243 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 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 $88.67 to $103.14, 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. Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock. 100% of the shares underlying the RSU vested on March 15, 2020. 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 underlying the RSU vested 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. The shares subject to the option are fully vested and exercisable by the Reporting Person. 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. 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 vested 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. /s/ Larissa Schwartz, attorney-in-fact of the Reporting Person 2020-03-18