Larissa Schwartz - Jan 16, 2024 Form 4 Insider Report for Okta, Inc. (OKTA)

Role
Chief Legal Officer and Secretary
Signature
/s/ Alan Smith, attorney-in-fact of the Reporting Person
Stock symbol
OKTA
Transactions as of
Jan 16, 2024
Transactions value $
-$72,228
Form type
4
Date filed
1/18/2024, 06:37 AM
Previous filing
Dec 19, 2023
Next filing
Mar 13, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Sale -$72.2K -872 -3.79% $82.83 22.1K Jan 16, 2024 Direct F1

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
holding OKTA Restricted Stock Units 355 Jan 16, 2024 Class A Common Stock 355 Direct F2, F3
holding OKTA Restricted Stock Units 415 Jan 16, 2024 Class A Common Stock 415 Direct F2, F4
holding OKTA Restricted Stock Units 843 Jan 16, 2024 Class A Common Stock 843 Direct F2, F5
holding OKTA Restricted Stock Units 2.53K Jan 16, 2024 Class A Common Stock 2.53K Direct F2, F6
holding OKTA Restricted Stock Units 974 Jan 16, 2024 Class A Common Stock 974 Direct F2, F7
holding OKTA Restricted Stock Units 40K Jan 16, 2024 Class A Common Stock 40K Direct F2, F8
holding OKTA Employee Stock Option (Right to Buy) 14.2K Jan 16, 2024 Class B Common Stock 14.2K $8.62 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 9K Jan 16, 2024 Class B Common Stock 9K $8.73 Direct F9
holding OKTA Employee Stock Option (Right to Buy) 5K Jan 16, 2024 Class B Common Stock 5K $11.36 Direct F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on July 14, 2023.
F2 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F3 6.25% of the shares underlying the RSU vested on September 15, 2020, 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.
F4 6.25% of the shares underlying the RSU vested on March 15, 2021, 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.
F5 6.25% of the shares underlying the RSU vested on June 15, 2021, 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.
F6 6.25% of the shares underlying the RSU vested on March 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.
F7 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.
F8 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.
F9 The shares subject to the option are fully vested and exercisable by the Reporting Person.

Remarks:

Chief Legal Officer and Secretary