Todd McKinnon - Sep 15, 2023 Form 4 Insider Report for Okta, Inc. (OKTA)

Signature
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person
Stock symbol
OKTA
Transactions as of
Sep 15, 2023
Transactions value $
-$620,147
Form type
4
Date filed
9/19/2023, 06:04 PM
Previous filing
Jun 20, 2023
Next filing
Dec 19, 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 +2.64K +7.7% $0.00 37K Sep 15, 2023 Direct
transaction OKTA Class A Common Stock Sale -$110K -1.33K -3.6% $83.01 35.6K Sep 18, 2023 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +1.69K +4.73% $0.00 37.3K Sep 15, 2023 Direct
transaction OKTA Class A Common Stock Sale -$70.5K -849 -2.27% $83.01 36.5K Sep 18, 2023 Direct F1, F2
transaction OKTA Class A Common Stock Options Exercise $0 +10.5K +28.8% $0.00 47K Sep 15, 2023 Direct
transaction OKTA Class A Common Stock Sale -$439K -5.29K -11.26% $83.01 41.7K Sep 18, 2023 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 -2.64K -33.34% $0.00 5.29K Sep 15, 2023 Class A Common Stock 2.64K Direct F3, F4
transaction OKTA Restricted Stock Units Options Exercise $0 -1.69K -14.29% $0.00 10.1K Sep 15, 2023 Class A Common Stock 1.69K Direct F3, F5
transaction OKTA Restricted Stock Units Options Exercise $0 -10.5K -9.09% $0.00 105K Sep 15, 2023 Class A Common Stock 10.5K Direct F3, F6
holding OKTA Class B Common Stock 5.53M Sep 15, 2023 Class A Common Stock 5.53M By Trust F7
holding OKTA Class B Common Stock 128K Sep 15, 2023 Class A Common Stock 128K By Trust F7
holding OKTA Employee Stock Option (Right to Buy) 181K Sep 15, 2023 Class B Common Stock 181K $7.17 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 1.79M Sep 15, 2023 Class B Common Stock 1.79M $8.97 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 5.44K Sep 15, 2023 Class A Common Stock 5.44K $39.21 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 32.3K Sep 15, 2023 Class A Common Stock 32.3K $82.16 Direct F8
holding OKTA Employee Stock Option (Right to Buy) 48.4K Sep 15, 2023 Class A Common Stock 48.4K $142.47 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 63.7K Sep 15, 2023 Class A Common Stock 63.7K $274.96 Direct F10
holding OKTA Employee Stock Option (Right to Buy) 127K Sep 15, 2023 Class A Common Stock 127K $274.96 Direct F10
* 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 $82.25 to $83.75, 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 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, 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.
F5 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.
F6 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.
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, 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.
F10 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.