Shibu Ninan - 25 Feb 2026 Form 4 Insider Report for Okta, Inc. (OKTA)

Role
Chief Accounting Officer
Signature
/s/ Larissa Schwartz, attorney-in-fact of the Reporting Person
Issuer symbol
OKTA
Transactions as of
25 Feb 2026
Net transactions value
$0
Form type
4
Filing time
27 Feb 2026, 17:23:37 UTC
Previous filing
15 Jan 2026
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Ninan Shibu Chief Accounting Officer 100 FIRST STREET, SUITE 600, SAN FRANCISCO /s/ Larissa Schwartz, attorney-in-fact of the Reporting Person 27 Feb 2026 0001940985

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OKTA Class A Common Stock Award $0 +3,109 +18% $0.000000 20,577 25 Feb 2026 Direct F1, F2
transaction OKTA Class A Common Stock Award $0 +1,937 +9.4% $0.000000 22,514 25 Feb 2026 Direct F3, F4
transaction OKTA Class A Common Stock Award $0 +3,344 +15% $0.000000 25,858 25 Feb 2026 Direct F5, F6

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 6,588 25 Feb 2026 Class A Common Stock 6,588 Direct F7, F8
holding OKTA Restricted Stock Units 556 25 Feb 2026 Class A Common Stock 556 Direct F7, F9
holding OKTA Restricted Stock Units 2,421 25 Feb 2026 Class A Common Stock 2,421 Direct F7, F10
holding OKTA Restricted Stock Units 7,524 25 Feb 2026 Class A Common Stock 7,524 Direct F7, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 21, 2023, the Reporting Person was granted Performance Stock Units ("PSUs"), the vesting of which is subject to the achievement of certain performance criteria and to a service-based vesting criteria. On February 25, 2026, the Compensation Committee of the Board of Directors determined that 3,109 shares of the Issuer's Class A Common Stock were earned as result of the achievement of the performance criteria, with vesting to occur once the service-based vesting criteria are satisfied on March 15, 2026.
F2 Includes 3,109 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
F3 On March 29, 2024, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain performance criteria and to a service-based vesting criteria. On February 25, 2026, the Compensation Committee of the Board of Directors determined that 1,937 shares of the Issuer's Class A Common Stock were earned as result of the achievement of the performance criteria, with vesting to occur once the service-based vesting criteria are satisfied on March 15, 2026.
F4 Includes 5,046 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
F5 On March 30, 2025, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain performance criteria and to a service-based vesting criteria. On February 25, 2026, the Compensation Committee of the Board of Directors determined that 3,344 shares of the Issuer's Class A Common Stock were earned as result of the achievement of the performance criteria, with vesting to occur once the service-based vesting criteria are satisfied on March 15, 2026.
F6 Includes 8,390 PSUs, with each PSU representing the right to receive one share of the Issuer's Class A Common Stock.
F7 Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Class A Common Stock.
F8 25% of the shares underlying the RSU vested on September 15, 2023, 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 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.
F10 8.33% of the shares underlying the RSU vested on June 15, 2024, 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.
F11 8.33% of the shares underlying the RSU vested on June 15, 2025, 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.