Runyan Jonathan T. - 15 Dec 2022 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 2022
Net transactions value
-$203,722
Form type
4
Filing time
19 Dec 2022, 16:15:20 UTC
Previous filing
19 Sep 2022
Next filing
19 Jan 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Options Exercise $0 +935 $0.000000 935 15 Dec 2022 Direct
transaction OKTA Class A Common Stock Sale $31,684 -470 -50% $67.41 465 16 Dec 2022 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +925 +199% $0.000000 1,390 15 Dec 2022 Direct
transaction OKTA Class A Common Stock Sale $31,347 -465 -33% $67.41 925 16 Dec 2022 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +337 +36% $0.000000 1,262 15 Dec 2022 Direct
transaction OKTA Class A Common Stock Sale $11,460 -170 -13% $67.41 1,092 16 Dec 2022 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +3,817 +350% $0.000000 4,909 15 Dec 2022 Direct
transaction OKTA Class A Common Stock Sale $129,231 -1,917 -39% $67.41 2,992 16 Dec 2022 Direct F1, F2
holding OKTA Class A Common Stock 68,931 15 Dec 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 -935 -50% $0.000000 936 15 Dec 2022 Class A Common Stock 935 Direct F4, F5
transaction OKTA Restricted Stock Units Options Exercise $0 -925 -17% $0.000000 4,624 15 Dec 2022 Class A Common Stock 925 Direct F4, F6
transaction OKTA Restricted Stock Units Options Exercise $0 -337 -10% $0.000000 3,033 15 Dec 2022 Class A Common Stock 337 Direct F4, F7
transaction OKTA Restricted Stock Units Options Exercise $0 -3,817 -7.1% $0.000000 49,619 15 Dec 2022 Class A Common Stock 3,817 Direct F4, F8
holding OKTA Employee Stock Option (Right to Buy) 134,900 15 Dec 2022 Class B Common Stock 134,900 $8.97 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 52,000 15 Dec 2022 Class A Common Stock 52,000 $39.21 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 32,520 15 Dec 2022 Class A Common Stock 32,520 $82.16 Direct F10
holding OKTA Employee Stock Option (Right to Buy) 31,255 15 Dec 2022 Class A Common Stock 31,255 $142.47 Direct F11
holding OKTA Employee Stock Option (Right to Buy) 12,734 15 Dec 2022 Class A Common Stock 12,734 $274.96 Direct F12
holding OKTA Employee Stock Option (Right to Buy) 101,867 15 Dec 2022 Class A Common Stock 101,867 $274.96 Direct 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 $66.44 to $68.80, 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 with regard to the block trade.
F3 Includes 2,871 shares of Class A Common Stock transferred to the Reporting Person's trust.
F4 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
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 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.
F8 6.25% of the shares underlying the RSU vested on June 15, 2022, and the remaining shares underlying the RSU shall vest in 15 equal quarterly installments thereafter, subject to the Reporting Person's continuous employment with the Issuer on each such date.
F9 The shares subject to the option are fully vested and exercisable by the Reporting Person.
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 on each such 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 on each such date.
F12 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.