0001660134-24-000120.txt : 20240723 0001660134-24-000120.hdr.sgml : 20240723 20240723170410 ACCESSION NUMBER: 0001660134-24-000120 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240719 FILED AS OF DATE: 20240723 DATE AS OF CHANGE: 20240723 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McKinnon Todd CENTRAL INDEX KEY: 0001700626 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38044 FILM NUMBER: 241135345 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] ORGANIZATION NAME: 06 Technology 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 wk-form4_1721768644.xml FORM 4 X0508 4 2024-07-19 0 0001660134 Okta, Inc. OKTA 0001700626 McKinnon Todd 100 FIRST ST, SUITE 600 SAN FRANCISCO CA 94105 1 1 0 0 Chief Executive Officer 1 Class A Common Stock 2024-07-19 4 C 0 179687 0 A 227570 D Class A Common Stock 2024-07-19 4 S 0 130896 93.2623 D 96674 D Class A Common Stock 2024-07-19 4 S 0 48618 93.8498 D 48056 D Class A Common Stock 2024-07-19 4 S 0 173 94.73 D 47883 D Class A Common Stock 2024-07-22 4 C 0 44846 0 A 92729 D Class A Common Stock 2024-07-22 4 S 0 64199 94.7308 D 28530 D Class A Common Stock 2024-07-22 4 S 0 24203 95.1152 D 4327 D Class A Common Stock 2024-07-22 4 S 0 4327 96.5536 D 0 D Employee Stock Option (Right to Buy) 7.17 2024-07-19 4 M 0 101471 0 D 2025-08-27 Class B Common Stock 101471 79582 D Employee Stock Option (Right to Buy) 8.97 2024-07-19 4 M 0 216216 0 D 2026-07-29 Class B Common Stock 216216 1578587 D Class B Common Stock 2024-07-19 4 M 0 317687 0 A Class A Common Stock 317687 317687 D Class B Common Stock 2024-07-19 4 C 0 179687 0 D Class A Common Stock 179687 138000 D Class B Common Stock 2024-07-19 4 G 0 138000 0 D Class A Common Stock 138000 0 D Class B Common Stock 2024-07-19 4 G 0 138000 0 A Class A Common Stock 138000 5668696 I By Trust Employee Stock Option (Right to Buy) 8.97 2024-07-22 4 M 0 78846 0 D 2026-07-29 Class B Common Stock 78846 1499741 D Class B Common Stock 2024-07-22 4 M 0 78846 0 A Class A Common Stock 78846 78846 D Class B Common Stock 2024-07-22 4 C 0 44846 0 D Class A Common Stock 44846 34000 D Class B Common Stock 2024-07-22 4 G 0 34000 0 D Class A Common Stock 34000 0 D Class B Common Stock 2024-07-22 4 G 0 34000 0 A Class A Common Stock 34000 5702696 I By Trust Class B Common Stock Class A Common Stock 128247 128247 I By Trust Employee Stock Option (Right to Buy) 39.21 2028-03-21 Class A Common Stock 5438 5438 D Employee Stock Option (Right to Buy) 82.16 2029-03-24 Class A Common Stock 32251 32251 D Employee Stock Option (Right to Buy) 142.47 2030-04-14 Class A Common Stock 48372 48372 D Employee Stock Option (Right to Buy) 274.96 2031-04-21 Class A Common Stock 63667 63667 D Employee Stock Option (Right to Buy) 274.96 2031-04-21 Class A Common Stock 127334 127334 D Restricted Stock Units Class A Common Stock 5055 5055 D Restricted Stock Units Class A Common Stock 73537 73537 D Restricted Stock Units Class A Common Stock 55388 55388 D 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. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 15, 2024. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.6717 to $93.6706 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the U.S. Securities and Exchange Commission (the "SEC") , upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $93.6737 to $94.66 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.00 to $94.99 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.00 to $95.99 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The reported price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.24 to $96.93 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The shares subject to the option are fully vested and exercisable by the Reporting Person. 25% of the shares subject to the option vested on February 1, 2022, 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. 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, 2022, 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. 8.33% of the shares underlying the RSU vested on June 15, 2023, and the remaining shares underlying the RSU shall vest in 11 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date. 8.33% of the shares underlying the RSU vested on June 15, 2024, and the remaining shares underlying the RSU shall vest in 11 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 2024-07-23