Jacques Frederic Kerrest - 15 Dec 2021 Form 4 Insider Report for Okta, Inc. (OKTA)

Signature
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person
Issuer symbol
OKTA
Transactions as of
15 Dec 2021
Net transactions value
-$772,743
Form type
4
Filing time
17 Dec 2021, 17:34:05 UTC
Previous filing
21 Sep 2021
Next filing
21 Dec 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Options Exercise $0 +3,087 +22% $0.000000 17,066 15 Dec 2021 Direct
transaction OKTA Class A Common Stock Sale $341,030 -1,587 -9.3% $214.89 15,479 16 Dec 2021 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +2,057 +13% $0.000000 17,536 15 Dec 2021 Direct
transaction OKTA Class A Common Stock Sale $227,353 -1,058 -6% $214.89 16,478 16 Dec 2021 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +1,850 +11% $0.000000 18,328 15 Dec 2021 Direct
transaction OKTA Class A Common Stock Sale $204,360 -951 -5.2% $214.89 17,377 16 Dec 2021 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction OKTA Restricted Stock Units Options Exercise $0 -3,087 -50% $0.000000 3,088 15 Dec 2021 Class A Common Stock 3,087 Direct F3, F4
transaction OKTA Restricted Stock Units Options Exercise $0 -2,057 -17% $0.000000 10,290 15 Dec 2021 Class A Common Stock 2,057 Direct F3, F5
transaction OKTA Restricted Stock Units Options Exercise $0 -1,850 -10% $0.000000 16,647 15 Dec 2021 Class A Common Stock 1,850 Direct F3, F6
holding OKTA Class B Common Stock 259,632 15 Dec 2021 Class A Common Stock 259,632 By Trust F7
holding OKTA Class B Common Stock 1,219,055 15 Dec 2021 Class A Common Stock 1,219,055 By Trust F7
holding OKTA Class B Common Stock 87,001 15 Dec 2021 Class A Common Stock 87,001 By Trust F7
holding OKTA Employee Stock Option (Right to Buy) 3,572 15 Dec 2021 Class B Common Stock 3,572 $1.40 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 42,812 15 Dec 2021 Class B Common Stock 42,812 $3.11 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 236,053 15 Dec 2021 Class B Common Stock 236,053 $7.17 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 988,852 15 Dec 2021 Class B Common Stock 988,852 $8.97 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 114,000 15 Dec 2021 Class A Common Stock 114,000 $39.21 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 71,547 15 Dec 2021 Class A Common Stock 71,547 $82.16 Direct F10
holding OKTA Employee Stock Option (Right to Buy) 62,511 15 Dec 2021 Class A Common Stock 62,511 $142.47 Direct F11
holding OKTA Employee Stock Option (Right to Buy) 31,834 15 Dec 2021 Class A Common Stock 31,834 $274.96 Direct F12
holding OKTA Employee Stock Option (Right to Buy) 63,667 15 Dec 2021 Class A Common Stock 63,667 $274.96 Direct F12
holding OKTA Restricted Stock Units 13,479 15 Dec 2021 Class A Common Stock 13,479 Direct F3, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 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 $207.70 to $223.75, 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.
F3 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F4 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.
F5 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.
F6 25% of the shares underlying the RSU vested on March 15, 2021, 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.
F7 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.
F8 The shares subject to the option are fully vested and exercisable by the Reporting Person.
F9 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 through each vesting date.
F10 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 through each vesting date.
F11 25% of the shares subject to the option vested on February 1, 2021 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 through each vesting date.
F12 25% of the shares subject to the option shall vest 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 through each vesting date.
F13 25% of the shares underlying the RSU shall vest 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.

Remarks:

Executive Vice Chairperson of the Board and Chief Operating Officer