Runyan Jonathan T. - 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
-$361,015
Form type
4
Filing time
17 Dec 2021, 17:37:01 UTC
Previous filing
15 Oct 2021
Next filing
17 Mar 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Options Exercise $0 +1,406 $0.000000 1,406 15 Dec 2021 Direct
transaction OKTA Class A Common Stock Sale $155,365 -723 -51% $214.89 683 16 Dec 2021 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +935 +137% $0.000000 1,618 15 Dec 2021 Direct
transaction OKTA Class A Common Stock Sale $103,362 -481 -30% $214.89 1,137 16 Dec 2021 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +925 +81% $0.000000 2,062 15 Dec 2021 Direct
transaction OKTA Class A Common Stock Sale $102,287 -476 -23% $214.89 1,586 16 Dec 2021 Direct F1, F2
holding OKTA Class A Common Stock 57,718 15 Dec 2021 By Trust

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 -1,406 -50% $0.000000 1,407 15 Dec 2021 Class A Common Stock 1,406 Direct F3, F4
transaction OKTA Restricted Stock Units Options Exercise $0 -935 -17% $0.000000 4,677 15 Dec 2021 Class A Common Stock 935 Direct F3, F5
transaction OKTA Restricted Stock Units Options Exercise $0 -925 -10% $0.000000 8,323 15 Dec 2021 Class A Common Stock 925 Direct F3, F6
holding OKTA Employee Stock Option (Right to Buy) 135,000 15 Dec 2021 Class B Common Stock 135,000 $8.97 Direct F7
holding OKTA Employee Stock Option (Right to Buy) 52,000 15 Dec 2021 Class A Common Stock 52,000 $39.21 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 32,520 15 Dec 2021 Class A Common Stock 32,520 $82.16 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 31,255 15 Dec 2021 Class A Common Stock 31,255 $142.47 Direct F10
holding OKTA Employee Stock Option (Right to Buy) 12,734 15 Dec 2021 Class A Common Stock 12,734 $274.96 Direct F11
holding OKTA Employee Stock Option (Right to Buy) 101,867 15 Dec 2021 Class A Common Stock 101,867 $274.96 Direct F11
holding OKTA Restricted Stock Units 5,392 15 Dec 2021 Class A Common Stock 5,392 Direct F3, F12
* 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 The shares subject to the option are fully vested and exercisable by the Reporting Person.
F8 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.
F9 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.
F10 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 on each such date.
F11 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 on each such date.
F12 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.