Runyan Jonathan T. - 15 Mar 2022 Form 4 Insider Report for Okta, Inc. (OKTA)

Role
General Counsel and Secretary
Signature
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person
Issuer symbol
OKTA
Transactions as of
15 Mar 2022
Net transactions value
-$307,375
Form type
4
Filing time
17 Mar 2022, 17:07:13 UTC
Previous filing
17 Dec 2021
Next filing
24 Mar 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Options Exercise $0 +1,407 $0.000000 1,407 15 Mar 2022 Direct
transaction OKTA Class A Common Stock Sale $79,673 -521 -37% $152.92 886 16 Mar 2022 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +935 +106% $0.000000 1,821 15 Mar 2022 Direct
transaction OKTA Class A Common Stock Sale $50,159 -328 -18% $152.92 1,493 16 Mar 2022 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +925 +62% $0.000000 2,418 15 Mar 2022 Direct
transaction OKTA Class A Common Stock Sale $49,547 -324 -13% $152.92 2,094 16 Mar 2022 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +1,348 +64% $0.000000 3,442 15 Mar 2022 Direct
transaction OKTA Class A Common Stock Sale $72,332 -473 -14% $152.92 2,969 16 Mar 2022 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +1,038 +35% $0.000000 4,007 15 Mar 2022 Direct
transaction OKTA Class A Common Stock Sale $55,664 -364 -9.1% $152.92 3,643 16 Mar 2022 Direct F1, F2
holding OKTA Class A Common Stock 59,337 15 Mar 2022 By Trust F3

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 -1,407 -100% $0.000000* 0 15 Mar 2022 Class A Common Stock 1,407 Direct F4, F5
transaction OKTA Restricted Stock Units Options Exercise $0 -935 -20% $0.000000 3,742 15 Mar 2022 Class A Common Stock 935 Direct F4, F6
transaction OKTA Restricted Stock Units Options Exercise $0 -925 -11% $0.000000 7,398 15 Mar 2022 Class A Common Stock 925 Direct F4, F7
transaction OKTA Restricted Stock Units Options Exercise $0 -1,348 -25% $0.000000 4,044 15 Mar 2022 Class A Common Stock 1,348 Direct F4, F8
transaction OKTA Restricted Stock Units Award $0 +1,038 $0.000000 1,038 15 Mar 2022 Class A Common Stock 1,038 Direct F4, F9
transaction OKTA Restricted Stock Units Options Exercise $0 -1,038 -100% $0.000000* 0 15 Mar 2022 Class A Common Stock 1,038 Direct F4, F9
holding OKTA Employee Stock Option (Right to Buy) 135,000 15 Mar 2022 Class B Common Stock 135,000 $8.97 Direct F10
holding OKTA Employee Stock Option (Right to Buy) 52,000 15 Mar 2022 Class A Common Stock 52,000 $39.21 Direct F10
holding OKTA Employee Stock Option (Right to Buy) 32,520 15 Mar 2022 Class A Common Stock 32,520 $82.16 Direct F11
holding OKTA Employee Stock Option (Right to Buy) 31,255 15 Mar 2022 Class A Common Stock 31,255 $142.47 Direct F12
holding OKTA Employee Stock Option (Right to Buy) 12,734 15 Mar 2022 Class A Common Stock 12,734 $274.96 Direct F13
holding OKTA Employee Stock Option (Right to Buy) 101,867 15 Mar 2022 Class A Common Stock 101,867 $274.96 Direct 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 $146.27 to $157.72, 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 Includes 1,619 shares of Class A Common Stock transferred to the Reporting Person's trust, of which 33 shares were acquired under a Section 423 Employee Stock Purchase Plan.
F4 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F5 The shares underlying the RSU fully vested on March 15, 2022.
F6 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.
F7 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.
F8 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.
F9 100% of the shares underlying the RSU vested on March 15, 2022.
F10 The shares subject to the option are fully vested and exercisable by the Reporting Person.
F11 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.
F12 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.
F13 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.